/raid1/www/Hosts/bankrupt/TCR_Public/200103.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, January 3, 2020, Vol. 24, No. 2
Headlines
10-5TH LLC: Seeks to Hire Jeffrey Hellman as Legal Counsel
1794-1796 LLC: Seeks to Hire Jeffrey Hellman as Legal Counsel
19 HIGHLINE: Plan & Disclosures Hearing Reset to Jan. 14, 2020
360 INTERNATIONAL: GoMex Has Limited Objection to Plan
900 CESAR CHAVEZ: Hires Waller Lansden as Counsel
B&T GLOBAL: Unsec. Creditors Owed $41K to Get $5,000 in Plan
BAYOU STEEL: Liberty Steel Group Confirmed as Preferred Buyer
BETTERECYCLING CORPORATION: Taps Lugo Mender Group as Legal Counsel
BLUE CHIP: HRP Seeks to Strike Plan at Lift Stay Hearing
BORNSTEIN & ASSOCIATES: Hires Wadsworth Garber as Counsel
BUMBLE BEE PARENT: Taps AlixPartners as Financial Advisor
BUMBLE BEE PARENT: Taps Houlihan Lokey as Investment Banker
BUMBLE BEE PARENT: Taps KPMG LLP as Tax Consultant
BUMBLE BEE PARENT: Taps Prime Clerk as Administrative Advisor
BUMBLE BEE PARENT: Taps Young Conaway as Co-Counsel
BURNINDAYLIGHT LLC: Seeks to Hire CBG Law Group as Legal Counsel
CAMPUS EDGE: Court Confirms Arlington-Backed Plan
CARTONI GROUP: Roman & Roman Approved as Litigation Counsel
CHILLER SERVICES: Seeks to Hire Robert D. Heinrich as Accountant
CITYWIDE COMMUNITY: Philadelphia Says Plan Not Feasible
COMMUNITY BUILDERS: Jan. 13 Hearing on Disclosure Statement
CORT & MEDAS: 1414 Says ESDC Attempting to Confuse Court
CREATIVE GLOBAL: Unsec. Creditors to Get 50% of Equity in Plan
DEAN FOODS: Hires Alvarez & Marsal as Financial Advisor
DEAN FOODS: Hires Evercore Group as Financial Advisor
DESTINATION MATERNITY: Panel Taps Cole Schotz as Delaware Counsel
DIGIPATH INC: Incurs $1.80 Million Net Loss in FY Ended Sept. 30
DO@KING PLOW ARTS: Case Summary & 20 Largest Unsecured Creditors
EP ENERGY: Hires Kurtzman Carson as Information Agent
ESM INC: Hires Finestone Hayes as Bankruptcy Counsel
EVJT INVESTMENT: Voluntary Chapter 11 Case Summary
FLEETSTAR LLC: Jan. 22 Hearing on Disclosure Statement Set
FLEXOGENIX GROUP: Unsecureds to Get 100% in 5 Years
FLOORS TODAY: Jan. 31 Hearing on Disclosure Statement Set
FURIE OPERATING: Unsecured Creditors Out of Money in Plan
GENERAL CANNABIS: Extends Promissory Note Maturity to Jan. 2020
GJ SOUTH LLC: Taps Richey May & Co. as Accountant
H&B HOLDINGS: Jan. 8, 2020 Disclosure Statement Hearing Set
HEADLESS HORSEMAN: Expects Sale to Set 100% Plan
HENDRICKSON TRUCK: Seeks to Hire Gabriel Liberman as Legal Counsel
HUNT COMMUNICATIONS: Seeks to Hire Lane Law Firm as Legal Counsel
INTEGRITY HOME: Case Summary & 20 Largest Unsecured Creditors
INTEGRITY HOME: Case Summary & 20 Largest Unsecured Creditors
INVESTVIEW INC: Opts to do a Perpetual Preferred Unit Offering
JACL LTD: Voluntary Chapter 11 Case Summary
JUNO USA: GT Forge to Reorganize; Unsecureds' Recovery "TBD"
JUNO USA: Seeks to Hire Omni as Administrative Agent
JUNO USA: Seeks to Hire Ordinary Course Professionals
KING OF GLORY TABERNACLE: Venue of Case Moved to Louisiana
KJM CAPITAL: Court Approves Disclosure Statement
LICK INDUSTRIES: Unsecureds' Recovery to Depend on Sale, Rockies
LONGHORN JUNCTION: Court Approves Disclosure Statement
LYONS CHEVROLET: Case Summary & 20 Largest Unsecured Creditors
MAGNUM CONSTRUCTION: StrongCore, Travelers Have $5M for Plan
MARRONE BIO: Ardsley Advisory Has 11.5% Stake as of Dec. 19
MENDENHALL AUTO: Bankruptcy Administrator to Form Committee
MID-CITIES HOME: Unsecureds to Get Up to 138% in 15 Years
MIDWAY OILFIELD: Creditors to Get Payouts From Liquidation
NEMASKA LITHIUM: Obtains Creditor Protection Under CCAA
NEUBASE THERAPEUTICS: Delays Form 10-K for Year Ended Sept. 30
NEW CAFE: Wants Until Aug. 11 to File Plan & Disclosures
NEW YORK GRANITE: Employs Genova & Malin as Attorneys
NORVIEW BUILDERS: To Seek Plan Confirmation Jan. 14
NPXE LIMITED: Files Voluntary Chapter 11 Bankruptcy Petition
ON MARINE SERVICES: Case Summary & 16 Unsecured Creditors
PAPARDELLE 1068: Restaurant to Fund 100% for Creditors
PARKINSON SEED: Liquidation to Fund Plan Payments
PG&E CORPORATION: Seeks to Hire KPMG LLP as IT Consultant
PIONEER GENERAL: Seeks to Hire Robert S. Altagen as New Counsel
PLUS1 TELECOM: Hearing on Plan & Disclosures on Jan. 16
RAM DISTRIBUTION GROUP: Hires Analytic Financial as Advisors
RELIANCE MANUFACTURING: Feb. 12 Hearing on Disclosure Statement
ROAN HOLDINGS: Expands Its Business in China
ROC-IT DRYWALL: To Seek Plan Confirmation Jan. 17
S & G MACHINE: Feb. 13, 2020 Plan Confirmation Hearing Set
SEABRAS 1 BERMUDA: Files Voluntary Chapter 11 Bankruptcy Petition
SONOMA PHARMACEUTICALS: Signs Another One-Year Contract with CEO
SONOMA PHARMACEUTICALS: Signs New Contract with CEO Trombly
SWINGING TAIL: Seeks to Hire Ayers & Haidt as Legal Counsel
THREE DOUGH: Seeks to Hire Whitaker Chalk as Legal Counsel
VIRTUOLOTRY LLC: Seeks to Hire Pronske & Kathman as Legal Counsel
[^] BOOK REVIEW: Bendix-Martin Marietta Takeover War
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10-5TH LLC: Seeks to Hire Jeffrey Hellman as Legal Counsel
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10 - 5th LLC seeks approval from the U.S. Bankruptcy Court for the
District of Connecticut to hire the Law Offices of Jeffrey Hellman,
LLC as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code; negotiation and documentation
of financing agreements and related transactions; and the
preparation of a plan of reorganization.
James Barrett, managing member of the Debtor, paid the firm a
retainer of $10,000, plus the filing fee of $1,717.
Jeffrey Hellman does not represent any interest adverse to the
Debtor and its bankruptcy estate, according to court filings.
The firm can be reached through:
Jeffrey Hellman, Esq.
Law Offices of Jeffrey Hellman, LLC
195 Church Street 10th Floor
New Haven, CT 06510
Phone: (203) 691-8762
Fax: (203) 823-4401
Email: jeff@jeffhellmanlaw.com
About 10 - 5th LLC
10 - 5th LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Conn. Case No. 19-22132) on Dec. 23, 2019. At the
time of the filing, the Debtor disclosed assets of between $100,001
and $500,000 and liabilities of the same range. The Debtor is
represented by the Law Offices of Jeffrey Hellman, LLC.
1794-1796 LLC: Seeks to Hire Jeffrey Hellman as Legal Counsel
-------------------------------------------------------------
1794 – 1796, LLC, seeks approval from the U.S. Bankruptcy Court
for the District of Connecticut to hire the Law Offices of Jeffrey
Hellman, LLC as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code; negotiation and documentation
of financing agreements and related transactions; and the
preparation of a plan of reorganization.
James Barrett, managing member of the Debtor, paid the firm a
retainer of $10,000, plus the filing fee of $1,717.
Jeffrey Hellman does not represent any interest adverse to the
Debtor and its bankruptcy estate, according to court filings.
The firm can be reached through:
Jeffrey Hellman, Esq.
Law Offices of Jeffrey Hellman, LLC
195 Church Street 10th Floor
New Haven, CT 06510
Phone: (203) 691-8762
Fax: (203) 823-4401
Email: jeff@jeffhellmanlaw.com
About 1794 – 1796 LLC
1794 – 1796, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Conn. Case No. 19-22130) on Dec. 23,
2019. At the time of the filing, the Debtor had estimated assets
of between $100,001 and $500,000 and liabilities of between
$500,001 and $1 million. The Debtor is represented by the Law
Offices of Jeffrey Hellman, LLC.
19 HIGHLINE: Plan & Disclosures Hearing Reset to Jan. 14, 2020
--------------------------------------------------------------
The combined hearing on final approval of the Disclosure Statement
and confirmation of the Chapter 11 Plan for debtors 19 HighLine
Development LLC
and Project 19 Highline LLC, scheduled to be heard on Dec. 11,
2019, have been adjourned and will be held before the Hon. Michael
E. Wiles at the United States Bankruptcy Court for the Southern
District of New York, Room 617, One Bowling Green, New York, New
York 10004 on Jan. 14, 2020, at 10:30 a.m.
As reported in the TCR, Churchill and the Debtors reached a global
deal on a proposed plan of reorganization. Churchill Real Estate
Fund LP, Specialty Credit Holdings, LLC and Silver Point Select
Opportunities Fund A, L.P., have agreed to fund a plan of
reorganization that would resolve outstanding claims against, and
equity interests in the Debtors. Under the Plan, holders of
prepetition loan secured claims (Churchill) in Class 3 will receive
100% of the New Class A Units in Reorganized HoldCo. General
unsecured claims in Class 4 are unimpaired and will be paid in full
in cash on the Effective Date.
Holders of equity interests in Development in Class 5 will receive
100% of the New Class B Units in Reorganized HOldCo and and the
interests in the Litigation Trust.
A full-text copy of the Combined Disclosure Statement and Plan of
Reorganization dated Nov. 6, 2019, is available at
https://tinyurl.com/wchgmb8 from PacerMonitor.com at no charge.
Counsel to Churchill:
Robert K. Dakits
Morrison Cohen LLP
909 Third Ave. 27th Floor
New York, New Yotk 10022
Telephone: (212) 735-8600
The Debtors' attorneys:
Goldberg Weprin Finkel Goldstein LLP
J. Ted Donovan
1501 Broadway, 22nd Floor
New York, New York 10036
Tel: (212) 221-5700
About 19 Highline Development and
Project 19 Highline
19 Highline Development LLC owns a 100% membership interest in
Project 19 Highline Development LLC, which owns a condominium
development project located at 435-437 19th Street, New York. The
project contemplates construction of high-end residential
condominiums, with a full "sell-out price" of approximately $60
million.
19 Highline Development sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 18-12714) on Sept. 7,
2018. On April 5, 2019, Project 19 Highline LLC filed a Chapter 11
petition (Bankr. S.D.N.Y. Case No. 19-11068).
At the time of the filing, 19 Highline had estimated assets of
between $10 million and $50 million and liabilities of between $1
million and $10 million. Meanwhile, Project 19 Highline disclosed
$55 million in assets and $40.46 million in liabilities.
The cases are assigned to Judge Michael E. Wiles.
Goldberg Weprin Finkel Goldstein LLP is the Debtors' legal counsel.
360 INTERNATIONAL: GoMex Has Limited Objection to Plan
------------------------------------------------------
GoMex Energy Offshore, Ltd., filed its limited objection to First
Amended Combination Disclosure Statement and Plan of Reorganization
for debtor 360 International, Inc. dated Nov. 15, 2019.
GoMex respectfully requests that if this Court enters a
confirmation order approving the Plan, such confirmation order
expressly provide that the automatic stay shall terminate upon
entry of the confirmation order in compliance with the Bankruptcy
Code.
GoMex respectfully requests that any confirmation order provide
that GoMex's rights as a secured creditor, if successful in the
Litigation, partially or otherwise, be preserved, including the
right to setoff and the right to exercise its right of setoff
post-confirmation.
According to GoMex, the Debtor should modify the Plan and
Disclosure Statement to provide for the circumstance and
possibility of GoMex holding an unsecured claim over and above (or
in the place of) a secured setoff claim (if, for example GoMex
holds a claim and Debtor has no claim), such that the 40% recovery
estimate projected under the Plan and Disclosure Statement is not
exclusive of the GoMex Claim.
The Plan and DS provide that Disputed Claims may be settled without
order of the Court. According to GoMex, the Plan and DS should also
expressly provide that GoMex claim will be an Allowed Claim if and
when adjudicated in the Litigation.
A full-text copy of the objection of GoMex is available at
https://tinyurl.com/t6omma5 from PacerMonitor.com at no charge.
GoMex Energy is represented by:
Louis M. Phillips
Kelly Hart & Pitre
301 Main Street Suite 1600
Baton Rouge, Louisiana 70801
Tel: 225-381-9643
Fax: 225-336-9763
E-mail: louis.phillips@kellyhart.com
- and -
Patrick M. Shelby
Kelly Hart & Pitre
400 Poydras Street, Suite 1812
New Orleans, LA 70130
Tel: (504) 522-1812
Fax: (504) 522-1813
E-mail: rick.shelby@kellyhart.com
- and -
Haynes and Boone, LLP
Arsalan Muhammad
Michelle P. Scheffler
1221 McKinney Street, Suite 2100
Houston, Texas 77010
Tel: 713-547-2000
Fax: 713-547-2600
E-mail: arsalan.muhammad@haynesboone.com
michelle.scheffler@haynesboone.com
About 360 International Inc.
360 International Inc. manufactures power generators, vapor
recovery systems, compressors, switch gear & control panels, AFR
systems, catalytic converters, marathon motors/generators, and load
banks products. The Company also provides engine specific
preventive maintenance services.
360 International sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. La. Case No. 19-51062) on Sept. 10,
2019. In the petition signed by Jonathan Mann, president, the
Debtor disclosed $2,688,803 in assets and $1,784,518 in
liabilities. Judge John W. Kolwe oversees the case. Kent H.
Aguillard, Esq., is the Debtor's counsel.
900 CESAR CHAVEZ: Hires Waller Lansden as Counsel
-------------------------------------------------
900 Cesar Chavez, LLC, and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the Western District of Texas to
employ Waller Lansden Dortch & Davis, LLP, as counsel to the
Debtors.
900 Cesar Chavez requires Waller Lansden to:
(a) advise the Debtors as to their rights and
responsibilities;
(b) take all necessary action to protect and preserve the
estate of the Debtors, including, if necessary, the
prosecution of actions or adversary or other
proceedings on the Debtors' behalf;
(c) prepare on behalf of the Debtors all necessary
applications, motions, and other pleadings and papers in
connection with the administration of the estate; and
(d) perform all other legal services required by the Debtors
in connection with the Chapter 11 case.
Waller Lansden will be paid at these hourly rates:
Partners $350 to $765
Associates $255 to $360
Paraprofessionals $170 to $265
Prior to the filing of th Chapter 11 Cases, as security for payment
of fees and expenses, the Debtors made advance payments to Waller
Lansden of $100,000 in aggregate, which advance payments were
applied to fees and expenses during the prepetition period (the
"Advance Payments"). During the course of Waller Lansden's
employment, the Debtors paid Waller Lansden $23,000 from the
Advance Payments for professional services rendered and expenses
incurred, leaving a balance of $77,000 held in the firm's trust
account.
Waller Lansden will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Morris D. Weiss, a partner at Waller Lansden, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Waller Lansden can be reached at:
Morris D. Weiss, Esq.
Mark C. Taylor, Esq.
Evan J. Atkinson, Esq.
WALLER LANSDEN DORTCH & DAVIS, LLP
100 Congress Avenue, Suite 1800
Austin, TX 78701
Telephone: (512) 685-6400
Facsimile: (512) 685-6417
E-mail: morris.weiss@wallerlaw.com
mark.taylor@wallerlaw.com
evan.atkinson@wallerlaw.com
About 900 Cesar Chavez
900 Cesar Chavez, LLC, is engaged in renting and leasing real
estate properties.
Chapter 11 petitions were filed Nov. 4, 2019 by 900 Cesar Chavez,
LLC (Bankr. W.D. Tex. Lead Case No. 19-11527), the Lead Case, and
its affiliates, 905 Cesar Chavez, LLC (Case No. 19-11528), 5th and
Red River, LLC (Case No. 19-11529), and 7400 South Congress, LLC
(Case No. 19-11530). The cases are assigned to Judge Tony M.
Davis. In the petition signed by Brian Elliott, corporate counsel,
900 Cesar Chavez was estimated to have asses in the range of $1
million to $10 million, and $10 million to $50 million in debt.
The Debtors tapped Evan J. Atkinson, Esq., and Morris D. Weiss,
Esq., at Waller Lansden Dortch & Davis LLP as counsel.
B&T GLOBAL: Unsec. Creditors Owed $41K to Get $5,000 in Plan
------------------------------------------------------------
Debtors B&T Global Logistics LLC and Great State Transport LLC
filed a reorganization plan that contemplates the substantive
consolidation of the Debtors and the emergence of B&T Global
Logistics LLC as the reorganized debtor through the continued
operations of the business. The Debtor believes cash flow from the
continued operation of its business will be sufficient to meet
required plan payments.
The Plan proposes to treat outstanding claims and interests as
follows:
* Class 1 - TAB. IMPAIRED. Total amount of $45,000. TAB shall
be secured by a lien on the TAB Collateral to the same validity and
priority as existed as of the Petition Date and shall be paid
through monthly payments of principal and interest, amortized over
a period of 60 months at a 5.00% fixed rate of interest. The
monthly payments of principal and interest to TAB will be in the
amount of $849.21.
* Class 2 - BMO. IMPAIRED. Total amount of $128,592. BMO will
be paid through monthly payments of principal and interest,
amortized over a period of 60 months at a 5 percent fixed rate of
interest.
* Class 3 - Mercedes-Benz. IMPAIRED. Total amount of $90,000.
In full satisfaction of Mercedes-Benz's allowed secured claim,
Mercedes-Benz will be secured by a lien on the Mercedes-Benz
Collateral to the same validity and priority as existed as of the
Petition Date and will be paid through monthly payments of
principal and interest, amortized over a period of 60 months at a 5
percent fixed rate of interest. The monthly payments of principal
and interest to Mercedes-Benz will be in the amount of $1,698.41.
* Class 4 - Swift. IMPAIRED. Swift filed Proof of Claim Number
4 against Great State alleging a secured claim in the amount of
$45,947.52. Swift will be secured by a lien on the Swift
Collateral to the same validity and priority as existed as of the
Petition Date and shall be paid through monthly payments of
principal and interest, amortized over a period of 120 months at a
5 percent fixed rate of interest. The monthly payments of
principal and interest to Swift will be in the amount of $487.34.
* Class 5 - Allowed Unsecured Claims against B&T. IMPAIRED.
Total amount of $40,742.75. In full satisfaction of the Class 5
Allowed Unsecured Claims, on the Effective Date, the total sum of
$5,000 shall be paid to the Holders of Class 5 Allowed Unsecured
Claims on a pro rata basis.
* Class 6 - Allowed Unsecured Claims aginst Great State.
IMPAIRED. The total amount of $69,626.66. In full satisfaction of
the Class 6 Allowed Unsecured Claims, on the Effective Date, the
total sum of $7,500 shall be paid to the Holders of Class 6 Allowed
Unsecured Claims on a pro rata basis. The funds for this payment
to the Holders of Allowed Class 6 Unsecured Claims will be paid by
B&T.
* Class - Equity Interests in Great State. IMPAIRED. On the
Effective Date, the Debtor will cancel all existing stock and
membership interests held by any and all shareholders. Neither
Blasco nor Nestor Tortolero shall receive or retain any property on
account of their membership interests.
A full-text copy of the Disclosure Statement dated Dec. 11, 2019,
is available at https://tinyurl.com/sana8kj from PacerMonitor.com
at no charge.
Counsel for the Debtors:
Aldo G. Bartolone, Jr.
Bartolone Law, PLLC
1030 N. Orange Ave., Suite 300
Orlando, Florida 32801
Telephone: 407-294-4440
Facsimile: 407-287-5544
E-mail: aldo@bartolonelaw.com
About B&T Global Logistics
B&T Global Logistics, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-05034) on July 31,
2019. At the time of the filing, the Debtor was estimated to have
assets of less than $50,000 and liabilities of less than $500,000.
Bartolone Law, PLLC, is the Debtor's legal counsel.
BAYOU STEEL: Liberty Steel Group Confirmed as Preferred Buyer
-------------------------------------------------------------
Liberty Steel Group, part of the GFG Alliance, on Dec. 23, 2019,
disclosed that it has been named preferred buyer for Bayou Steel
Group, the US producer of structural steel and merchant bar which
ceased operation and entered administration at the end of September
2019.
Subject to completion of a $28 million deal to acquire the
business, Liberty has developed a plan to upgrade and modernise
Bayou's idled steel mill in LaPlace, Louisiana, with a view to
re-starting its recycling operations in the second half of 2020 and
steel making operations by 2021. The transaction is expected to
close on January 31, 2020.
Bayou adds scale to Liberty's US steel business, which includes
existing operations in Illinois, Ohio, New Mexico and South
Carolina. The group is pursuing a GREENSTEEL strategy of focusing
on renewable sources of energy and recycled materials, with a view
to moving towards carbon neutral steel production by 2030.
Commenting on the acquisition, Sanjeev Gupta, Executive Chairman of
GFG Alliance said: "We look forward to welcoming Bayou Steel into
the GFG Alliance family. While the plant requires upgrades to be
restarted competitively, we see good potential for the business.
Bayou benefits from reliable access to supplies of recycled steel,
competitive power prices and its own deep-water port."
Bayou Steel was founded in 2016 but the history and operation of
steelmaking at its LaPlace facility go back to 1979. The business
includes a recycling business which feeds an Electric Arc Furnace
(EAF) with downstream rolling operations capable of producing long
products for construction and infrastructure. The business
distributes products throughout the US, Canada and Mexico via
barge, rail and truck. The plant has been idled since September
2019 and requires investment before steel making operations can
begin again.
Grant Quasha, GFG Alliance's Chief Investment Officer for North
America, said: "We put together a compelling bid to save the
business and we see an excellent fit in terms of our group values,
our existing operations in the USA and the wider ambitions of the
Liberty Steel Group globally. Our immediate focus will be on
restoring the steel recycling supply chain and operations at the
facility. Once fully upgraded and operational the business will
bring our total production capacity in the US to 3 million tons per
annum, moving us closer to our target of an aggregate 5 million
tons of steel production in the US."
About Bayou Steel
Bayou Steel BD Holdings, L.L.C., is a North American company
focused on the production of long carbon steel products. The
Company manufactures beams, angles, channels, flats, round bars,
and square bars. Bayou Steel Group -- https://bayousteelgroup.com/
-- was formed in 2016 and is headquartered in La Place, Louisiana.
Bayou Steel BD Holdings, L.L.C., BD Bayou Steel Investment, L.L.C,
and BD LaPlace, LLC sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 19-12153) on Oct. 1, 2019.
The Hon. Karen B. Owens is the case judge.
The Debtors tapped POLSINELLI PC as counsel; and CANDLEWOOD
PARTNERS, LLC, as financial advisor and investment banker.
KURTZMAN CARSON CONSULTANTS LLC is the claims agent.
BETTERECYCLING CORPORATION: Taps Lugo Mender Group as Legal Counsel
-------------------------------------------------------------------
Betterecycling Corporation seeks approval from the U.S. Bankruptcy
Court for the District of Puerto Rico to employ Lugo Mender Group,
LLC, as its legal counsel.
The firm will provide these services in connection with the
Debtor's Chapter 11 case:
a. advise the Debtor of its duties, powers and
responsibilities ;
b. advise the Debtor in connection with its reorganization
endeavors, including assisting in the formulation of a plan of
reorganization;
c. assist the Debtor in negotiations with creditors for the
purpose of arranging a feasible plan of reorganization;
d. prepare on behalf of the Debtor the necessary complaints,
answers, orders and other legal documents; and
e. appear before the court.
Lugo's hourly rates are:
Wigberto Lugo Mender $300
Senior Associates $250
Junior Associates $175
Legal Assistants $125
The Debtor paid the firm a retainer in the sum of $37,500.
Wigberto Lugo Mender, Esq., at Lugo Mender, disclosed in a court
filing that he and other members of his firm are "disinterested" as
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Wigberto Lugo Mender, Esq.
Lugo Mender Group, LLC
100 Carr. 165, Suite 501
Guaynabo, PR 00968-8052
Tel: (787) 707-0404
Fax: (787) 707-0412
Email: wlugo@lugomender.com
About Betterecycling Corporation
Betterecycling Corporation produces gasoline, kerosene, distillate
fuel oils, residual fuel oils, and lubricants. Based in San Juan,
P.R., Betterecycling Corporation filed a voluntary petition under
Chapter 11 of the Bankruptcy Code (Bankr. D. P.R. Case No.
17-04157) on Jun. 9, 2017. Judge Enrique S. Lamoutte Inclan
oversees the case. Lugo Mender Group, LLC is the Debtor's legal
counsel.
BLUE CHIP: HRP Seeks to Strike Plan at Lift Stay Hearing
--------------------------------------------------------
Hotel Reposition Partners, LLC (HRP) filed its motion to strike and
exclude the First Amended Plan of Reorganization and the Disclosure
Statement of Debtor Blue Chip Hotels Asset Group - Round Rock, LLC
from the record of the hearing on Hotel Reposition's motion for
Relief from Stay because of Debtor's violation of FRCP Rule
30(b)(6).
The Debtor filed for relief under Chapter 11 in August 2019, in the
United States Bankruptcy Court for the Northern District of Texas
to protect its primary asset, a closed hotel located off IH-35 in
Round Rock, Texas. The case was subsequently transferred to the
Western District of Texas by order of the Bankruptcy Court.
On Oct. 11, 2019, Hotel Reposition Partners filed its Motion for
Relief from Stay, which asserted that the stay should be terminated
under 11 U.S.C. Sec. 362(d)(3) because the Debtor was not making
and could not make required interest payments and because the
Debtor was unable to propose a plan that was subject to
confirmation within a reasonable time.
On Nov. 6, 2019, and after receiving an agreed extension of several
days from HRP for the purpose of the timing of the filing of a plan
within the 90-day statutory requirement of Sec. 362(d)(3), the
Debtor filed a plan. No Disclosure Statement was filed. The Plan
was a bare-bones plan that provided for confirmation based upon the
opening of the hotel and the payment of obligations owed to
creditors solely from the cash flow from operations with no
contributions from equity or new financing.
For the purposes of the Lift Stay Hearing, HRP asserts that the
Debtor should be bound by the testimony given at the deposition of
its corporate representative and not be permitted to testify
regarding a Plan and Disclosure Statement that was disclaimed when
the corporate representative was presented for testimony regarding
the matters in this case.
A full-text copy of the motion is available at
https://tinyurl.com/sthk27f from PacerMonitor.com at no charge.
HRP is represented by:
WALLER LANSDEN DORTCH & DAVIS, LLP
Eric J. Taube
State Bar No. 19679350
Mark C. Taylor
State Bar No. 19713225
William R. “Trip” Nix, III
State Bar No. 24092902
100 Congress Avenue, Suite 1800
Austin, Texas 78701
(512) 685-6400
(512) 685-6417 (FAX)
eric.taube@wallerlaw.com
mark.taylor@wallerlaw.com
trip.nix@wallerlaw.com
About Blue Chip Hotels Asset Group
Blue Chip Hotels Asset Group - Round Rock, LLC is a privately held
company in the traveler accommodation industry.
Blue Chip Hotels Asset Group - Round Rock, LLC, based in Round
Rock, TX, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No.
19-32642) on Aug. 5, 2019. In the petition signed by Navin Patel,
manager, the Debtor was estimated to have $10 million to $50
million in assets and $1 million to $10 million in liabilities.
The Hon. Stacey G. Jernigan oversees the case.
Crowe & Dunlevy, P.C., serves as bankruptcy counsel to the Debtor.
The Debtor also hired National Hospitality Consulting Group, as
financial advisor; Mr. Manoj Patel, as chief restructuring officer.
BORNSTEIN & ASSOCIATES: Hires Wadsworth Garber as Counsel
---------------------------------------------------------
Bornstein & Associates, LLC, seeks authority from the U.S.
Bankruptcy Court for the District of Colorado to employ Wadsworth
Garber Warner Conrardy, P.C., as counsel to the Debtor.
Bornstein & Associates requires Wadsworth Garber to:
a. prepare on behalf of the Debtor of all necessary reports,
orders and other legal papers required in this Chapter 11
proceeding;
b. perform all legal services to the Debtor as debtor-in-
possession which may become necessary herein; and
c. represent the Debtor in any litigation which the Debtor
determines is in the best interest of the estate whether in
state or federal court(s).
Wadsworth Garber will be paid at these hourly rates:
David V. Wadsworth $425
Aaron A. Garber $375
David J. Warner $325
Aaron J. Conrardy $300
Michelle S. Primo $150
Paralegals $115
Wadsworth Garber will be paid a retainer in the amount of $20,000.
Prior to the Petition Date, Wadsworth Garber billed the Debtor
$3,433.50 in attorneys' fees and $1,717 in costs. The firm was paid
in full for such fees and costs from the amounts deposited by the
Debtor. As of the Petition Date, Wadsworth Garber is holding the
balance of the retainer of $14,849.50 which was provided by the
Debtor.
Wadsworth Garber will also be reimbursed for reasonable
out-of-pocket expenses incurred.
David J. Warner, partner of Wadsworth Garber Warner Conrardy, P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
Wadsworth Garber can be reached at:
David J. Warner, Esq.
Aaron J. Conrardy, Esq.
WADSWORTH GARBER WARNER CONRARDY, P.C.
2580 W. Main St., Suite 200
Littleton, CO 80120
Tel: (303) 296-1999
Fax: (303) 296-7600
E-mail: dwarner@wgwc-law.com
aconrardy@wgwc-law.com
About Bornstein & Associates
Bornstein & Associates, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Colo. Case No. 19-20162) on Nov. 26, 2019. The Debtor is
represented by Wadsworth Garber Warner Conrardy, P.C.
BUMBLE BEE PARENT: Taps AlixPartners as Financial Advisor
---------------------------------------------------------
Bumble Bee Parent, Inc., and its debtor-affiliates, seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ AlixPartners, LLP, as financial advisor to the Debtors.
Bumble Bee Parent requires AlixPartners to:
a. assist the Debtors with management of their financial and
treasury functions;
b. provide assistance to the financial function including,
without limitation, assist the Debtors in (i) strengthening
the core competencies in the finance organization,
particularly cash management, planning, general accounting
and financial reporting information management and (ii)
formulation and negotiation with respect to a chapter
11 plan;
c. assist in developing and implementing cash management
strategies, tactics and processes;
d. work with the Debtors and their team to further identify
and implement both short-term and long-term liquidity
generating initiatives;
e. provide assistance to management in connection with the
Debtors' development of their revised business plan, and
such other related forecasts as may be required by the
bank lenders in connection with negotiations or by the
Debtors for other corporate purposes;
f. assist the Debtors' management and their professionals
specifically assigned to sourcing, negotiating and
implementing any financing, including DIP and exit
financing facilities, in conjunction with the overall
restructuring and any chapter 11 plan;
g. assist management of the Debtors in the design and
implementation of a restructuring strategy designed to
maximize enterprise value, taking into account the unique
interests of all constituencies. Assist the Debtors'
management in developing a restructuring strategy;
k. assist the Debtors to develop contingency plans and
financial alternatives in the event an out-of-court
restructuring cannot be achieved;
l. work with senior management to negotiate and implement
restructuring initiatives and evaluate strategic
alternatives;
m. assist in negotiations with stakeholders and their
representatives;
n. assist in negotiations with potential acquirers of the
Debtors' assets;
o. assist in communication and/or negotiation with outside
constituents, including the banks and their advisers;
p. assist in preparing for and filing bankruptcy petitions,
coordinating and providing administrative support for the
proceedings and developing the Debtors' chapter 11
plan or other appropriate case resolution, if necessary;
q. assist with the preparation of the statements of affairs,
schedules and other regular reports required by the Court
as well as providing assistance in such areas as testimony
before the Court on matters that are within AlixPartners'
areas of expertise;
r. assist as requested in analyzing preferences and other
avoidance actions;
s. manage the claims and claims reconciliation processes;
t. assist the Debtors with electronic data collection;
u. work with the senior management of the Debtors to obtain
covenant relief from their bank lenders and other
creditors;
v. assist in the monitoring of the Debtors' liquidity
initiatives; and
w. assist with such other matters as may be requested that
fall within AlixPartners' expertise and that are mutually
agreeable.
AlixPartners will be paid at these hourly rates:
Managing Director $990 to $1,165
Director $775 to $945
Senior Vice President $615 to $725
Vice President $440 to $600
Consultant $160 to $435
Paraprofessional $285 to $305
In the 90 days prior to the Petition Date, the Debtors paid
AlixPartners a total of approximately $2,492,192.74 for
professional services performed and expenses incurred. Currently,
AlixPartners holds an advance payment retainer in the amount of
$100,000.
AlixPartners will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David Orlofsky, managing director of AlixPartners, LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
AlixPartners can be reached at:
David Orlofsky
ALIXPARTNERS, LLP
909 Third Avenue, Floor 30
New York, NY 10022
Tel: (212) 490-2500
Fax: (212) 490-1344
About Bumble Bee Parent
Bumble Bee -- https://www.bumblebee.com/ -- is a health and
wellness focused company with a full line of seafood and specialty
protein products marketed under certain brands including Bumble
Bee(R), Brunswick, Snow's(R), Wild Selections(R) and Beach
Cliff(R).
Canadian affiliate, Connors Bros. Clover Leaf Seafoods Company --
http://www.cloverleaf.ca-- is a supplier of shelf-stable seafood,
producing and marketing its products under several brands,
including Clover Leaf(R), Brunswick(R) and Wild Selections(R).
CBCLS's international business distributes products under the
Brunswick(R) Bumble Bee(R) and Beach Cliff(R) brands to over 40
markets and countries, including Barbados, Jamaica, and Trinidad &
Tobago.
San Diego, California-based Bumble Bee Parent, Inc., and four
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. LeadCase
No. 19-12502) on Nov. 21, 2019, before the Hon. Laurie Selber
Silverstein. Bumble Bee Parent estimated $50 million to $100
million in assets and $500 million to $1 billion in liabilities.
The petitions were signed by Kent McNeil, vice president.
Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison, LLP, led by
Alan W. Kornberg, Esq., Kelley A. Cornish, Esq., Claudia R. Tobler,
Esq., and Aaron J. David, Esq., serve as counsel to the Debtors.
Young Conaway Stargatt & Taylor LLP, led by Pauline K. Morgan,
Esq., Ryan M. Bartley, Esq., and Ashley E. Jacobs, Esq., serves as
co-counsel.
The Debtors tapped AlixPartners, LLP as restructuring advisor;
Houlihan Lokey, Inc. as investment banker; and Prime Clerk as
notice, claims, solicitation and balloting agent.
BUMBLE BEE PARENT: Taps Houlihan Lokey as Investment Banker
-----------------------------------------------------------
Bumble Bee Parent, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Houlihan Lokey Capital, Inc., as investment banker to the
Debtors.
Bumble Bee Parent requires Houlihan Lokey to:
(a) analyze strategic alternatives, including structuring and
implementing any Transaction(s);
(b) assist the Debtors in soliciting, coordinating, and
Evaluating indications of interest and proposals regarding
any Transaction(s);
(c) assist the Debtors with the negotiation of any
Transaction(s), including participating in negotiations
with creditors and other parties involved in any
Transaction(s);
(d) evaluate and implement any Transaction(s);
(e) prepare selected information, documents and other
materials, including, as appropriate, advising the Debtors
in the preparation of an offering memorandum;
(f) provide expert advice and testimony regarding financial
matters related to any Transaction(s) effectuated in
bankruptcy court, if necessary;
(g) attend meetings of the Debtors' Board of Directors and
meetings with civil antitrust litigants, creditor groups,
official constituencies, and other interested parties, as
the Debtors and Houlihan Lokey mutually agree; and
(h) provide such other financial advisory and investment
Banking services as may be agreed upon by Houlihan Lokey
and the Debtors.
Houlihan Lokey will be paid as follows:
(a) Monthly Fee: Houlihan Lokey will be paid in advance,
without notice or invoice, a nonrefundable fee of $150,000
per month (the "Monthly Fee").
(b) Transaction Fee(s): In addition to the other fees
described in the Engagement Agreement, the Company shall
pay Houlihan Lokey the following transaction fee(s):
(i) U.S./WholeCo Restructuring Transaction Fee. Upon the
occurrence of the effective date of a confirmed plan
of reorganization or liquidation under chapter 11 or
chapter 7 of the Bankruptcy Code pursuant to an order
of this Court in the case of an in-court U.S./WholeCo
Restructuring Transaction, Houlihan Lokey shall earn,
and the Debtors shall promptly pay to Houlihan Lokey,
a fee ("U.S./WholeCo Restructuring Transaction Fee")
of $6 million, payable via wire transfer in
immediately available funds;
(ii) Financing Transaction Fee. Upon the closing of each
Financing Transaction, Houlihan Lokey shall earn,
and the Debtors shall thereupon pay immediately and
directly from the gross proceeds of such Financing
Transaction, as a cost of such Financing
Transaction, a fee ("Financing Transaction Fee"),
equal to the sum of: (I) 1.25% of the gross proceeds
of any indebtedness raised or committed that is
senior to other indebtedness of the Company, secured
by a first priority lien and unsubordinated, with
respect to both lien priority and payment, to any
other obligations of the Debtors; (II) 3% of the
gross proceeds of any indebtedness raised or
committed that is secured by a lien (other than a
first lien), is unsecured and/or is subordinated;
(III) 3% of the gross proceeds of equity-linked
Securities (including, without limitation,
convertible securities and preferred stock), other
than common stock, placed or committed; and (IV)
5% of the gross proceeds of all common stock
securities placed or committed. The Financing
Transaction Fee shall be subject to a $1.25
million minimum Financing Transaction Fee payable
upon the first closing of a Financing Transaction,
except fees earned for any debtor-in-possession
financing which shall not be subject to a minimum
Financing Transaction Fee. To the extent either a
(i) U.S. Sale Fee (as defined below), (ii) WholeCo
Sale Fee (as defined below), or (iii) a U.S./WholeCo
Restructuring Transaction Fee (as defined below) is
paid on a timely basis to Houlihan Lokey, any
Financing Transaction Fee payable per section
3(ii)(c) of the Engagement Agreement shall be
reduced by 50%;
(iii) U.S. Sale Transaction Fee. Upon the closing of a
U.S. Sale Transaction, Houlihan Lokey shall earn,
and the Company shall thereupon pay immediately
and directly from the gross proceeds of such U.S.
Sale Transaction, as a cost of such U.S. Sale
Transaction, a cash fee (the "U.S. Sale
Transaction Fee") equal to the greater of: (i) $6
million; and (ii) based upon U.S. Aggregate Gross
Consideration (the "U.S. AGC"), calculated as
follows:
a) For U.S. AGC up to $750 million: 0.95% of such
U.S. AGC; plus
b) For U.S. AGC from $750 million up to $825
million: 2.80% of such incremental U.S. AGC;
plus
c) For U.S. AGC in excess of $825 million: 5.05%
of such incremental U.S. AGC;
(iv) WholeCo Sale Fee. Upon the closing of a WholeCo
Sale Transaction (as defined below), Houlihan
Lokey shall earn, and the Company shall thereupon
pay immediately and directly from the gross
proceeds of such WholeCo Sale Transaction, as a
cost of such WholeCo Sale Transaction, a cash fee
(the "WholeCo Sale Transaction Fee") equal to the
greater of: (i) $6 million; and (ii) based upon
WholeCo Aggregate Gross Consideration (the
"WholeCo AGC"), calculated as follows:
a) For WholeCo AGC up to $1,025 million: 0.95% of
such WholeCo ACG; plus
b) For WholeCo AGC from $1,025 million up to
$1,150 million: 2.80% of such incremental
WholeCo AGC; plus
c) For WholeCo AGC in excess of $1,150 million:
5.05% of such incremental WholeCo AGC;
(v) U.S. Credit Bid Sale Transaction Fee. Upon the
consummation of a U.S. Credit Bid Sale Transaction
(the "U.S. Credit Bid Sale Transaction Fee") of $6
million, payable via wire transfer in immediately
available funds; provided, however, that if the
U.S. Credit Bid Sale Transaction Fee is paid on a
timely basis to Houlihan Lokey, no U.S./WholeCo
Restructuring Transaction Fee would be payable;
(vi) WholeCo Credit Bid Sale Transaction Fee. Upon the
consummation of a WholeCo Credit Bid Sale
Transaction (as defined below), a fee (the "WholeCo
Credit Bid Sale Transaction Fee," and together with
a Canada Sale Transaction Fee, U.S. Sale Transaction
Fee, WholeCo Sale Transaction Fee, U.S. Credit Bid
Sale Transaction Fee, each a "Sale Transaction Fee")
of $6 million;
(vii) Discretionary Fee. In addition to the other fees
Provided for herein, the Debtors may pay Houlihan
Lokey a fee (the "Discretionary Fee") of up to $2
million in cash at the sole discretion of the
Debtors.
(viii) 50% of all Monthly Fees earned after July 24,
2019 pursuant to the September Agreement and the
April Agreement and previously paid on a timely
basis to Houlihan Lokey shall be credited:
a) Against any U.S./WholeCo Restructuring
Transaction Fee that is payable under the
Engagement Agreement; or
b) In the event that a U.S./WholeCo
Restructuring Transaction Fee is not payable
under the Engagement Agreement, then against
any U.S. Sale Transaction Fee that is payable
under the Engagement Agreement; or
c) In the event that neither a U.S./WholeCo
Restructuring Transaction Fee nor a U.S. Sale
Transaction Fee is payable under the
Engagement Agreement, then against any
WholeCo Sale Transaction Fee that is payable
under the Engagement Agreement.
In the period leading up to the Petition Date, the Debtors paid
Houlihan Lokey a total of $1,200,000 in the aggregate for
professional services attributable to periods from April 24, 2019
to December 23, 2019.
Houlihan Lokey will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Eric Winthrop, managing director in the Financial Restructuring
Group of Houlihan Lokey Capital, Inc., assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
Houlihan Lokey can be reached at:
Eric Winthrop
HOULIHAN LOKEY CAPITAL, INC.
10250 Constellation Blvd. 5th Floor
Los Angeles, CA 90067
Tel: (310) 553-8871
About Bumble Bee Parent
Bumble Bee -- https://www.bumblebee.com -- is a health and wellness
focused company with a full line of seafood and specialty protein
products marketed under certain brands including Bumble Bee(R),
Brunswick, Snow's(R), Wild Selections(R) and Beach Cliff(R).
Canadian affiliate, Connors Bros. Clover Leaf Seafoods Company --
http://www.cloverleaf.ca-- is a supplier of shelf-stable seafood,
producing and marketing its products under several brands,
including Clover Leaf(R), Brunswick(R) and Wild Selections(R).
CBCLS's international business distributes products under the
Brunswick(R) Bumble Bee(R) and Beach Cliff(R) brands to over 40
markets and countries, including Barbados, Jamaica, and Trinidad &
Tobago.
San Diego, California-based Bumble Bee Parent, Inc., and four
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. LeadCase
No. 19-12502) on Nov. 21, 2019, before the Hon. Laurie Selber
Silverstein. Bumble Bee Parent estimated $50 million to $100
million in assets and $500 million to $1 billion in liabilities.
The petitions were signed by Kent McNeil, vice president.
Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison, LLP, led by
Alan W. Kornberg, Esq., Kelley A. Cornish, Esq., Claudia R. Tobler,
Esq., and Aaron J. David, Esq., serve as counsel to the Debtors.
Young Conaway Stargatt & Taylor LLP, led by Pauline K. Morgan,
Esq., Ryan M. Bartley, Esq., and Ashley E. Jacobs, Esq., serves as
co-counsel.
The Debtors tapped AlixPartners, LLP as restructuring advisor;
Houlihan Lokey, Inc. as investment banker; and Prime Clerk as
notice, claims, solicitation and balloting agent.
BUMBLE BEE PARENT: Taps KPMG LLP as Tax Consultant
--------------------------------------------------
Bumble Bee Parent, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ KPMG LLP, as tax consultant to the Debtors.
Bumble Bee Parent requires KPMG LLP to:
-- provide tax consulting services regarding any consulting
matters that may arise for which the Debtors' seek KPMG
LLP's advice;
-- provide accounting advisory services; and
-- perform valuation services for the Debtors.
KPMG LLP will be paid at these hourly rates:
Partners $1,035 to $1,185
Managing Directors $960 to $1,095
Senior Managers $900
Managers $795 to $840
Senior Associates $645
Associates $390
Para-Professionals $315
During the 90-day period prior to the Petition Date, KPMG LLP
received approximately $229,033 from the Debtors for professional
services performed and expenses incurred.
KPMG LLP will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Howard Steinberg, partner of KPMG LLP, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
KPMG LLP can be reached at:
Howard Steinberg
KPMG LLP
560 Lexington Ave.
New York, NY 10022
Tel: (212) 758-9700
About Bumble Bee Parent
Bumble Bee -- https://www.bumblebee.com -- is a health and wellness
focused company with a full line of seafood and specialty protein
products marketed under certain brands including Bumble Bee(R),
Brunswick, Snow's(R), Wild Selections(R) and Beach Cliff(R).
Canadian affiliate, Connors Bros. Clover Leaf Seafoods Company --
http://www.cloverleaf.ca-- is a supplier of shelf-stable seafood,
producing and marketing its products under several brands,
including Clover Leaf(R), Brunswick(R) and Wild Selections(R).
CBCLS's international business distributes products under the
Brunswick(R) Bumble Bee(R) and Beach Cliff(R) brands to over 40
markets and countries, including Barbados, Jamaica, and Trinidad &
Tobago.
San Diego, California-based Bumble Bee Parent, Inc., and four
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. LeadCase
No. 19-12502) on Nov. 21, 2019, before the Hon. Laurie Selber
Silverstein. Bumble Bee Parent estimated $50 million to $100
million in assets and $500 million to $1 billion in liabilities.
The petitions were signed by Kent McNeil, vice president.
Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison, LLP, led by
Alan W. Kornberg, Esq., Kelley A. Cornish, Esq., Claudia R. Tobler,
Esq., and Aaron J. David, Esq., serve as counsel to the Debtors.
Young Conaway Stargatt & Taylor LLP, led by Pauline K. Morgan,
Esq., Ryan M. Bartley, Esq., and Ashley E. Jacobs, Esq., serves as
co-counsel.
The Debtors tapped AlixPartners, LLP as restructuring advisor;
Houlihan Lokey, Inc. as investment banker; and Prime Clerk as
notice, claims, solicitation and balloting agent.
BUMBLE BEE PARENT: Taps Prime Clerk as Administrative Advisor
-------------------------------------------------------------
Bumble Bee Parent, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Prime Clerk LLC, as administrative advisor to the Debtors.
Bumble Bee Parent requires Prime Clerk to:
a. assist with, among other things, solicitation, balloting,
and tabulation of votes, and prepare any related reports,
as required in support of confirmation of a chapter 11
plan, and in connection with such services, process
requests for documents from parties in interest, including,
if applicable, brokerage firms, bank back-offices, and
institutional holders;
b. prepare an official ballot certification and, if necessary,
testify in support of the ballot tabulation results;
c. assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs
and gather data in conjunction therewith;
d. provide a confidential data room, if requested;
e. manage and coordinate any distributions pursuant to a
chapter 11 plan; and
f. provide such other processing, solicitation, balloting, and
other administrative services described in the Engagement
Agreement, but not covered by the Section 156(c) Order, as
may be requested from time to time by the Debtors, the
Court, or the Office of the Clerk of the Bankruptcy Court
(the "Clerk").
Prime Clerk will be paid at these hourly rates:
Director of Solicitation $210
Solicitation Consultant $190
COO and Executive VP No charge
Director $175-$195
Consultant/Senior Consultant $65-$165
Technology Consultant $35-$95
Analyst $30-$50
Prime Clerk will be paid a retainer in the amount of $50,000.
Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Benjamin J. Steele, partner of Prime Clerk LLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Prime Clerk can be reached at:
Benjamin J. Steele
PRIME CLERK LLC
830 3rd Avenue, 9th Floor
New York, NY10022
Tel: (212) 257-5450
E-mail: bsteele@primeclerk.com
About Bumble Bee Parent
Bumble Bee -- https://www.bumblebee.com/ -- is a health and
wellness focused company with a full line of seafood and specialty
protein products marketed under certain brands including Bumble
Bee(R), Brunswick, Snow's(R), Wild Selections(R) and Beach
Cliff(R).
Canadian affiliate, Connors Bros. Clover Leaf Seafoods Company --
http://www.cloverleaf.ca-- is a supplier of shelf-stable seafood,
producing and marketing its products under several brands,
including Clover Leaf(R), Brunswick(R) and Wild Selections(R).
CBCLS's international business distributes products under the
Brunswick(R) Bumble Bee(R) and Beach Cliff(R) brands to over 40
markets and countries, including Barbados, Jamaica, and Trinidad &
Tobago.
San Diego, California-based Bumble Bee Parent, Inc., and four
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. LeadCase
No. 19-12502) on Nov. 21, 2019, before the Hon. Laurie Selber
Silverstein. Bumble Bee Parent estimated $50 million to $100
million in assets and $500 million to $1 billion in liabilities.
The petitions were signed by Kent McNeil, vice president.
Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison, LLP, led by
Alan W. Kornberg, Esq., Kelley A. Cornish, Esq., Claudia R. Tobler,
Esq., and Aaron J. David, Esq., serve as counsel to the Debtors.
Young Conaway Stargatt & Taylor LLP, led by Pauline K. Morgan,
Esq., Ryan M. Bartley, Esq., and Ashley E. Jacobs, Esq., serves as
co-counsel.
The Debtors tapped AlixPartners, LLP as restructuring advisor;
Houlihan Lokey, Inc. as investment banker; and Prime Clerk as
notice, claims, solicitation and balloting agent.
BUMBLE BEE PARENT: Taps Young Conaway as Co-Counsel
---------------------------------------------------
Bumble Bee Parent, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Young Conaway Stargatt & Taylor, LLP, as co-counsel to the
Debtors.
Bumble Bee Parent requires Young Conaway to:
a. provide legal advice with respect to the Debtors' powers
and duties as debtors in possession in the continued
operation of their business, management of their
properties, and the potential sale of their assets;
b. prepare and pursue confirmation of a plan and approval of a
disclosure statement;
c. prepare, on behalf of the Debtors, necessary applications,
motions, answers, orders, reports, and other legal papers;
d. appear in Court and protecting the interests of the Debtors
before the Court; and
e. perform all other legal services for the Debtors that may
be necessary and proper in the Chapter 11 Cases.
Young Conaway will be paid at these hourly rates:
Pauline K. Morgan $975
Ryan M. Bartley $625
Ashley E. Jacobs $530
Elizabeth S. Justison $485
Jared W. Kochenash $325
Catherine C. Lyons $325
Michelle E. Smith (paralegal) $285
Young Conaway received a retainer of $250,000 (the "Retainer") on
July 11, 2019 in connection with the planning and preparation of
initial documents and its
proposed post-petition representation of the Debtors. Additionally,
Young Conaway received $8,585.00 on November 8, 2019
as advanced payment for chapter 11 filing fees.
Young Conaway will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Pauline K. Morgan, a partner at Young Conaway, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Young Conaway can be reached at:
Pauline K. Morgan, Esq.
Ryan M. Bartley, Esq.
Ashley E. Jacobs, Esq.
Elizabeth S. Justison, Esq.
Jared W. Kochenash, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
1000 North King Street
Wilmington, DE 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
About Bumble Bee Parent
Bumble Bee -- https://www.bumblebee.com/ -- is a health and
wellness focused company with a full line of seafood and specialty
protein products marketed under certain brands including Bumble
Bee(R), Brunswick, Snow's(R), Wild Selections(R) and Beach
Cliff(R).
Canadian affiliate, Connors Bros. Clover Leaf Seafoods Company --
http://www.cloverleaf.ca-- is a supplier of shelf-stable seafood,
producing and marketing its products under several brands,
including Clover Leaf(R), Brunswick(R) and Wild Selections(R).
CBCLS's international business distributes products under the
Brunswick(R) Bumble Bee(R) and Beach Cliff(R) brands to over 40
markets and countries, including Barbados, Jamaica, and Trinidad &
Tobago.
San Diego, California-based Bumble Bee Parent, Inc., and four
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. LeadCase
No. 19-12502) on Nov. 21, 2019, before the Hon. Laurie Selber
Silverstein. Bumble Bee Parent estimated $50 million to $100
million in assets and $500 million to $1 billion in liabilities.
The petitions were signed by Kent McNeil, vice president.
Attorneys at Paul, Weiss, Rifkind, Wharton & Garrison, LLP, led by
Alan W. Kornberg, Esq., Kelley A. Cornish, Esq., Claudia R. Tobler,
Esq., and Aaron J. David, Esq., serve as counsel to the Debtors.
Young Conaway Stargatt & Taylor LLP, led by Pauline K. Morgan,
Esq., Ryan M. Bartley, Esq., and Ashley E. Jacobs, Esq., serves as
co-counsel.
The Debtors tapped AlixPartners, LLP as restructuring advisor;
Houlihan Lokey, Inc. as investment banker; and Prime Clerk as
notice, claims, solicitation and balloting agent.
BURNINDAYLIGHT LLC: Seeks to Hire CBG Law Group as Legal Counsel
----------------------------------------------------------------
Burnindaylight, LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Washington to hire CBG Law Group, PLLC
as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code and representation in
adversary proceedings unless another firm with specific training is
required.
Darrel Carter, Esq., the firm's attorney who will be handling the
case, charges an hourly fee of $320. Legal assistants charge
between $85 and $125 per hour while other office staff members
charge $60 per hour.
The retainer fee is $15,000, of which $10,000 was paid to the firm
prior to the Debtor's bankruptcy filing.
CBG and its attorneys do not represent any interest adverse to the
Debtor and its bankruptcy estate, according to court filings.
The firm can be reached through:
Darrel B. Carter, Esq.
CBG Law Group, PLLC
Gateway One Building, Suite 235
11400 SE 8th Street
Bellevue, WA 98004
Phone: (425) 283-0432 / (425) 223-4870
Fax: (425) 283-5560
About Burnindaylight LLC
Burnindaylight, LLC, a privately held company in Renton, Wash.,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
W.D. Wash. Case No. 19-14587) on Dec. 19, 2019. At the time of the
filing, the Debtor disclosed assets of between $1 million and $10
million and liabilities of the same range. The case is assigned to
Judge Marc Barreca. The Debtor is represented by Darrel B. Carter,
Esq., at CBG Law Group, PLLC.
CAMPUS EDGE: Court Confirms Arlington-Backed Plan
-------------------------------------------------
On Dec. 5, 2019, the U.S. Bankruptcy Court for the Northern
District of Florida, Gainesville Division, convened a hearing to
consider the Amended Disclosure Statement and the Amended Chapter
11 Plan of Reorganization filed by Debtor Campus Edge Condominium
Association, Inc.
On Dec. 10, 2019, Judge Karen K. Specie ordered that:
* The Disclosure Statement is approved; and
* The Plan is confirmed.
The judge ruled that the Plan itself and the arms' length
negotiations among the Debtor and Arlington Properties, Inc., it
largest unsecured creditor, which led to the Plan's formulation,
provide independent evidence of the Debtor's good faith in
proposing the Plan. The compromise inherent in the Plan, already
approved by the Court by Order dated Nov. 8, 2019, constitutes a
good faith compromise of the amounts claimed to be due Arlington,
and are in the best interest of creditors and the Estate. All
settlements and compromise of Claims or Causes of Action embodied
in the Plan are effective and binding on each Holder of a Claim and
Interest who may have standing to object to such compromise.
The judge held that all parties have had a full and fair
opportunity to litigate all issues raised, or that might have been
raised, in connection with the confirmation of the Plan, and any
and all comments thereto have been considered by the Court. Any
objections that have not been withdrawn, waived, or settled, and
all reservations of rights pertaining to confirmation of the Plan
included therein, are overruled on the merits.
As reported in the Troubled Company Reporter, under the Plan,
allowed General Unsecured Claims in excess of $5,000 owed a total
of $930,407 (Class 4) will receive a pro rata distribution on
account of their allowed claims in accordance with $300,000 on the
Initial Distribution Date and 6 annual payments of $50,000 on each
successive anniversary , with the sixth annual distribution of
$50,000 to be forgiven, waived and released if each of the five
preceding annual distribution payments are timely made. Class 4
General Unsecured Creditors will also receive a distribution of the
net proceeds from the Debtor's pursuit of any prepetition Causes of
Action equal to the lesser of (i) 20% of any recoveries on any
prepetition Causes of Action pursued by the Debtor, or (ii) the
amount necessary to satisfy Class 4 General Unsecured Claims and
Class 5 Convenience Claims in full.
A full-text copy of the Amended Disclosure Statement dated Nov. 5,
2019, is available at https://tinyurl.com/y2zqqlz6 from
PacerMonitor.com at no charge.
A full-text copy of the Plan Confirmation Order is available at
https://tinyurl.com/yx7f3lcr from PacerMonitor.com at no charge.
About Campus Edge Condominium Association
Campus Edge Condominium Association, Inc., is a not-for-profit
organization responsible for maintaining the common areas and
appurtenances attendant a 12-building, 168-unit condominium located
at 2360 SW Archer Road, Gainesville, Florida 32608. As the name
implies, the complex is located near the University of Florida,
bounded by Archer Road on one side and Mowry Road on the other.
Campus Edge Condominium Association, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case
No.19-10011) on Jan. 14, 2019. At the time of the filing, the
Debtor was estimated to have assets of less than $1 million and
liabilities of less than $1 million. The case has been assigned to
Judge Karen K. Specie. Thames Markey & Heekin, P.A. is the Debtor's
legal counsel. No official committee of unsecured creditors has
been appointed in the Chapter 11 case.
CARTONI GROUP: Roman & Roman Approved as Litigation Counsel
-----------------------------------------------------------
Cartoni Group, LLC, sought and obtained permission from the U.S.
Bankruptcy Court for the Middle District of Florida to employ the
law firm of Roman & Roman, P.A. and its attorney, Thomas A. Roman,
Esq., to represent the estate as special litigation counsel and/or
corporate general counsel.
The Debtor needs Roman & Roman to perform these professional
services:
a. To defend and/or pursue any landlord/tenant action(s) for
the default of any Lease, Sublease, and/or any Rental agreement
pertaining to the property located at 5413 George Street, New Port
Richey, Florida 34652 and any other landlord/tenant issues that may
arise during the pendency of this Bankruptcy case; and
b. To file any necessary applications, answers, orders,
reports, complaints, and other legal papers and appear at hearings
thereon associated with the above-mentioned litigation and general
corporate attorney services.
The Firm and attorney have indicated their willingness to act on
the Debtor's behalf for a retainer of $2,500.00, to be billed
against at $300.00 per hour.
The firm may be reached at:
Thomas A. Roman, Esq.
ROMAN & ROMAN, P.A.
2274 State Road 580
Clearwater, FL 33763
Tel: (727) 736-2515
Email: tom@romanromanlaw.com
About Cartoni Group
Cartoni Group, LLC is a lessor of real estate in New Port Richey,
Florida. The Company owns in fee simple two properties having an
aggregate current value of $1,425,000.
Cartoni Group sought Chapter 11 protection (Bankr. M.D. Fla. Case
No. 19-09576) on Oct. 9, 2019, in Tampa, Florida. In the petition
signed by Richard K. Smith, managing member, the Debtor listed
total assets at $1,499,000 and total liabilities: $1,053,781.
Buddy D. Ford, P.A., is the Debtor's bankruptcy counsel.
CHILLER SERVICES: Seeks to Hire Robert D. Heinrich as Accountant
----------------------------------------------------------------
Chiller Services Rigging & Demo, Inc., seeks approval from the U.S.
Bankruptcy Court for the Central District of California to hire
Robert D. Heinrich CPA, Inc. as its accountant.
The services to be provided by the firm include tax advice; the
preparation of income tax returns and monthly operating reports;
and analysis of the tax implications of actions that may be taken
in the Debtor's Chapter 11 case.
The firm's hourly fees are:
Bookkeeping Services $85
Accounting Services $150
Tax Preparation $250
Heinrich has requested a retainer of $2,500.
Robert Heinrich, president of the firm, disclosed in court filings
that the firm is "disinterested" within the meaning of Section
101(14) of the Bankruptcy Code.
About Chiller Services
Chiller Services Rigging & Demo, Inc., a privately held company in
Santa Fe Springs, Calif., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 19-22677) on Oct. 28,
2019. At the time of the filing, the Debtor had estimated assets
of less than $50,000 and liabilities of between $1 million and $10
million. The case is assigned to Judge Sandra R. Klein. The
Debtor is represented by Lane K. Bogard, Esq., at Haberbush &
Associates, LLP.
CITYWIDE COMMUNITY: Philadelphia Says Plan Not Feasible
-------------------------------------------------------
City of Philadelphia, a priority tax creditor, object to the
Disclosure Statement and Plan filed by Citywide Community
Counseling Services, Inc.
The City points out that a Disclosure Statement must include
"adequate information" in order to be approved.
The City asserts that the Debtor has the burden of proving that a
disclosure statement is adequate, including showing that the plan
is confirmable or that defects might be cured or involve material
facts in dispute.
The City complains that the Disclosure Statement lacks any
cash-flow projections. Without this information, the City cannot
determine whether the plan payments proposed by the Debtor are
feasible.
According to City, the Plan violates Section 1129(a)(11), as it is
likely that the Debtor's plan is not feasible.
"The Debtor's Plan and Disclosure Statement lack almost any detail
about the plan funding and what information creditors have about
the Debtor's income from the cash collateral budget suggest the
plan is not feasible," the City said in its objection.
The City points out that the Plan and the Disclosure Statement do
not provide any detail as to how the Debtor will be able to fund
the proposed plan payments. The City asserts that the Debtor's
Plan and Disclosure Statement lack almost any detail about the plan
funding and what information creditors have about the Debtor's
income from the cash collateral budget suggest the plan is not
feasible.
Attorney for the City of Philadelphia:
PAMELA ELCHERT THURMOND
Deputy City Solicitor
City of Philadelphia Law Department
Municipal Services Building
1401 JFK Boulevard, 5th Floor
Philadelphia, PA 19102-1595
Tel: 215-686-0508
E-mail: Pamela.Thurmond@phila.gov
About Citywide Community Counseling
Citywide Community Counseling Services, Inc., is a 501 c(3)
non-profit corporation that offers psychiatric, psychological, and
behavioral services. It has a multicultural and multilingual
behavioral health program designed to provide outpatient services
within a full range of modalities.
Citywide Community Counseling Services sought Chapter 11 protection
(Bankr. E.D. Pa. Case No. 19-15164) in Philadelphia on Aug. 16,
2019. In the petition signed by Dr. Modesta Molina, COO, the
Debtor was estimated to have assets between $100,000 and $500,000,
and liabilities between $1 million and $10 million. Judge
Magdeline D. Coleman oversees the case. Ciardi Ciardi & Astin,
P.C., is the Debtor's legal counsel.
COMMUNITY BUILDERS: Jan. 13 Hearing on Disclosure Statement
-----------------------------------------------------------
Judge Robert A. Mark has ordered that the court has set a hearing
to consider approval of the disclosure statement of Community
Builders and Capital Development, Inc., is on Jan. 13, 2020 at
10:00 a.m., in United States Bankruptcy Court 301 N. Miami Ave.
Courtroom #4 Miami, FL 33128.
The last day for filing and serving objections to the Disclosure
Statement is on Jan. 8, 2020.
As reported in the Troubled Company Reporter, Community Builders
and Capital Development, Inc., filed an amended disclosure
statement in support of its Chapter 11 plan.
A full-text copy of the Amended Disclosure Statement dated Dec. 9,
2019, is available at https://tinyurl.com/sn5bhmc from
PacerMonitor.com at no charge.
About Community Builders
Community Builders and Capital Development, Inc., a tax-exempt
charitable organization in Opa Locka, Fla., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
19-16724) on May 22, 2019. At the time of the filing, the Debtor
was estimated to have assets of between $1 million and $10 million
and liabilities of the same range. The case is assigned to Judge
Robert A. Mark. Joel M. Aresty P.A. is the Debtor's legal
counsel.
CORT & MEDAS: 1414 Says ESDC Attempting to Confuse Court
--------------------------------------------------------
1414 Utica Avenue Lender LLC, a secured creditor and mortgagee of
debtor Cort & Medas Associates, LLC, submitted a reply to the
objection of Empire State Certified Development Corporation (ESDC)
to approval of 1414 Utica's Disclosure Statement.
According to 1414 Utica, the ESCDC's Objection fails to provide any
basis to deny approval of the Secured Creditor's Disclosure
Statement.
The Secured Creditor avers that its Disclosure Statement provides
adequate information of a kind, and in sufficient detail, as is
reasonably practicable in light of the nature and history of the
Debtor sufficient to satisfy 11 U.S.C. Sec. 1125.
Notwithstanding ESCDC's attempt to confuse the Court, the
Disclosure Statement adequately discloses what creditors will
receive under the Plan. The Plan and Disclosure Statement provide
that ESCDC (and general unsecured creditors) will receive a pro
rata distribution based upon the amount of proceeds derived from
the sale of the Property. More specifically, the Secured Creditor,
in event sale proceeds are inadequate, will provide a Cash
Contribution to pay Bankruptcy Fees ($37,650.00), Priority/Admin
Claims (class 1 - $48,601.01), and Government Secured Claims (Class
3 - $115,706.72) in the total amount of $201,957.30.
ESCDC's claims of priority over the Secured Creditor have been
already been adjudicated in favor of the Secured Creditor.
A full-text copy of the 1414 Utica's reply to opposition is
available at https://tinyurl.com/qv3sybz from PacerMonitor.com at
no charge.
1414 Utica is represented by:
KRISS & FEUERSTEIN LLP
Jerold C. Feuerstein, Esq.
Stuart L. Kossar, Esq.
360 Lexington Avenue, Suite 1200
New York, NY 10017
Tel: (212) 661-2900
Fax: (212) 661-9397
E-mail: jfeuerstein@kandfllp.com
skossar@kandfllp.com
About Cort & Medas Associates
Cort & Medas Associates, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-41313) on March 6,
2019. At the time of the filing, the Debtor estimated assets and
liabilities of between $1 million and $10 million. The case is
assigned to Judge Carla E. Craig. Shafferman & Feldman LLP is the
Debtor's legal counsel.
CREATIVE GLOBAL: Unsec. Creditors to Get 50% of Equity in Plan
--------------------------------------------------------------
Creative Global Investment Inc., CGI GAJU LLC, and CGI Paramount
LLC, along with the Official Committee of Unsecured Creditors,
filed a Plan of Reorganization that will be funded by:
a. The Debtors' combined cash on hand as of the Effective Date
of the Plan.
b. Future earnings from continued operations of the Reorganized
CGI.
c. "New value" contribution from Jeffrey Lee, son of Mr. Lee,
for the purchase of 50% equity interest in the Reorganized CGI.
Pursuant to the Plan, the Reorganized CGI will continue to service
each of its secured debts and general vendor obligations of all
stores in accordance with their respective contracts and loan
obligations as modified under the Joint Plan. The balance of the
general unsecured claims, excluding subordinated unsecured debt
under 11 U.S.C. Section 510(b), will convert into 50% equity in the
Reorganized Debtor. The subordinated debt and all equity interests
will be cancelled and extinguished with no distribution under the
Plan
The Debtors and the Committee have jointly proposed the Plan to
treat the claims of the Debtors' creditors and, if applicable, the
interests of shareholders or partners and to reorganize the
Debtors' business affairs.
The Plan treats claims and interests as follows:
* Class 1 - Allowed Secured Claim of Bank of Hope. IMPAIRED.
Total amount of $49,764.84 plus interest from the Effective Date at
9.5% per annum. On the Effective Date, creditor will receive a
payment of $5,000. Creditor will receive payments of $2,150 each
on the 30th and 60th day after the Effective Date. Thereafter,
creditor will receive payments of $6,450 per quarter through
October 1, 2021 until the obligation is paid in full.
* Class 2 - Allowed Secured Claim of Boston Private Bank & Trust
Company. IMPAIRED. Total principal sum of $98,501, plus interest
from the Effective Date at 7.5% per annum.
* Class 3 - Allowed Secured Claim of Boston Private Bank & Trust
Company. IMPAIRED. Total principal sum of $97,206, plus interest
from the Effective Date at 7.5% per annum.
* Class 5 - Allowed General Unsecured Claims of Lenders.
IMPAIRED. Total amount of claims estimated to be approximately
$4.3 million. On the Effective Date, 100% of allowed claims will
be converted into 50% equity in the Reorganized Debtor, which 50%
equity shall be allocated on a pro rata basis to the holders of
Class 5 Allowed Claims.
* Class 6 - Subordinated Claim Under 11 U.S.C. 510(b)
(disputed). IMPAIRED. Amount of claim estimated to be $900,000.
Class 6 claim holder(s) shall not receive any distribution under
the Plan and, therefore, deemed to have rejected the Plan.
* Class 7 - Intercompany Claims among Debtors. IMPAIRED.
Approx. $20,000. Class 7 claim holder(s) shall not receive any
distribution under the Plan and, therefore, deemed to have rejected
the Plan.
* Class 8 - CGI's Equity Interests in Operating Affiliates.
Class 8 equity interest will be terminated and extinguished and
there will be no distribution under the Plan on account of such
equity interests.
* Class 9 - Equity Interests in CGI. On the Effective Date,
Class 9 equity interest in CGI will be terminated and extinguished
and there will be no distribution under the Plan on account of such
equity interests.
On the Effective Date, the Plan pays the amount of $201,509, which
is comprised of the approximately $195,000 needed to pay
administrative claims, $5,000 payable to creditors in class 1 plus
initial payment of $1,508.61 to Franchisor as cure. The Effective
Date is projected to occur on or about March 1, 2020. As of the
filing of this document, the Reorganized CGI is projected to have
cash on hand of $150,000 by the Effective Date. Not later than 14
days prior to Plan Confirmation hearing, Jeffrey Lee will deposit
$150,000 "new value" contribution in LNBYB's trust account. As set
forth in the Declaration of Jeffrey Lee annexed hereto, Jeffrey Lee
anticipates funding his new value contribution with his own
personal savings and funds obtained from Jeffrey Lee's close
friends and relatives (excluding Damon Lee).
A full-text copy of the First Amended Disclosure Statement dated
December 11, 2019, is available at https://tinyurl.com/qr3jyes from
PacerMonitor.com at no charge.
Attorneys fro the Debtors:
DAVID B. GOLUBCHIK
JULIET Y. OH
LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
10250 Constellation Boulevard, Suite 1700
Los Angeles, California 90067
Telephone: (310) 229-1234; Facsimile: (310) 229-1244
Email: DBG@LNBYB.com, JYO@LNBYB.com
Attorneys for the Official Committee of Unsecured Creditors:
AMY L. GOLDMAN
SCOTT LEE
LOVEE D. SARENAS
LEWIS BRISBOIS BISGAARD & SMITH LLP
633 W. 5th Street, Suite 4000
Los Angeles, California 90071
Telephone: (213) 580-7944
Facsimile: (213) 580-7921
E-mail: Amy.Goldman@lewisbrisbois.com
Scott.Lee@lewisbrisbois.com
Lovee.Sarenas@lewisbrisbois.com
About Creative Global Investment
Creative Global Investment Inc. is a privately held company
engaged
in financial investment activities. Creative Global Investment
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
C.D. Cal. Case No. 19-13044) on March 20, 2019. At the time of the
filing, the Debtor disclosed $36,691 in assets and $5,388,873 in
liabilities. The case has been assigned to Judge Sandra R. Klein.
Levene, Neale, Bender, Yoo & Brill LLP is the Debtor's legal
counsel.
DEAN FOODS: Hires Alvarez & Marsal as Financial Advisor
-------------------------------------------------------
Southern Foods Group, LLC, and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ Alvarez & Marsal North America, LLC, as financial advisor
to the Debtors.
Southern Foods requires Alvarez & Marsal to:
(a) assist the Debtors in the preparation of financial-related
Disclosures required by the Court, including the Debtors'
Schedules of Assets and Liabilities, Statements of
Financial Affairs, and Monthly Operating Reports;
(b) assist the Debtors with information and analyses required
Pursuant to the Debtors' debtor-in-possession ("DIP")
financing;
(c) assist with the identification and implementation of short
term cash management procedures;
(d) assist with general accounting support;
(e) provide advisory assistance in connection with the
development and implementation of key employee
compensation and other critical employee benefit programs;
(f) assist with the identification of executory contracts and
leases and performance of cost/benefit evaluations with
respect to the affirmation or rejection of each;
(g) assist the Debtors' management team and the Debtors' other
professionals and advisors focused on the coordination of
resources related to the ongoing reorganization effort;
(h) assist in the preparation of financial information for
distribution to creditors and other parties in interest,
including, but not limited to, business plan, cash flow
projections and budgets, cash receipts and disbursement
analysis, analysis of various asset and liability
accounts, and analysis of proposed transactions for which
Court approval is sought;
(i) attend at meetings and assistance in discussions with
potential investors, banks, and other secured lenders, the
Committee, the U.S. Trustee, other parties in interest,
and professionals hired by same, as requested;
(j) provide analysis of creditor claims by type, entity, and
individual claim, including assistance with development of
databases, as necessary, to track such claims;
(k) assist in the preparation of information and analysis
necessary for the confirmation of a plan of reorganization
in the Chapter 11 Cases, including information contained
in the disclosure statement;
(l) assist in the evaluation and analysis of avoidance
actions, including fraudulent conveyances and preferential
transfers;
(m) assist in the analysis and preparation of information
necessary to assess the tax attributes related to the
confirmation of a plan of reorganization in the Chapter 11
Cases, including the development of the related tax
consequences contained in the disclosure statement;
(n) provide litigation advisory services with respect to
accounting and tax matters, along with expert witness
testimony on case-related issues as required by the
Debtors; and
(o) render such other general financial or operational
consulting or such other assistance as the Debtors'
management team and the Debtors' other professionals or
advisors may deem necessary consistent with the role of a
financial advisor to the extent that it would not be
duplicative of services provided by other professionals in
the Chapter 11 Cases.
Alvarez & Marsal will be paid at these hourly rates:
Managing Directors $825 to $950
Directors $650 to $800
Analysts/Associates $400 to $600
In the 90 days prior to the Petition Date, Alvarez & Marsal
received retainers and payments totaling $4,027,773.99 in the
aggregate for services performed for the Debtors. The unapplied
residual retainer of $904,209, will not be segregated by Alvarez &
Marsal in a separate account, and will be held until the end of the
Chapter 11 Cases and applied to the firm's finally approved fees in
these proceedings.
Alvarez & Marsal will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Brian J. Fox, managing director of Alvarez & Marsal North America,
LLC, assured the Court that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code and
does not represent any interest adverse to the Debtors and their
estates.
Alvarez & Marsal can be reached at:
Brian J. Fox
Alvarez & Marsal North America, LLC
700 Louisiana Street, Suite 3300
Houston, TX 77002
Tel: (713) 571-2400
Fax: (713) 547-3697
About Southern Foods Group
Southern Foods Group, LLC, d/b/a Dean Foods, is a food and beverage
company and a processor and direct-to-store distributor of fresh
fluid milk and other dairy and dairy case products in the United
States.
The Company and its 40+ affiliates filed for bankruptcy protection
on Nov. 12, 2019 (Bankr. S.D. Texas, Lead Case No. 19-36313). The
petitions were signed by Gary Rahlfs, senior vice president and
chief financial officer. Judge David Jones presides over the
cases.
The Debtors posted estimated assets and liabilities of $1 billion
to $10 billion.
David Polk & Wardell LLP serves as general bankruptcy counsel to
the Debtors, and Norton Rose Fulbright US LLP serves as local
counsel. Alvarez Marsal is financial advisor to the Debtors,
Evercore Group LLC is investment banker, and Epiq Corporate
Restructuring LLC is notice and claims agent.
DEAN FOODS: Hires Evercore Group as Financial Advisor
-----------------------------------------------------
Southern Foods Group, LLC, and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the Southern District of Texas
to employ Evercore Group, L.L.C., as investment banker to the
Debtors.
Southern Foods requires Evercore Group to:
a. review and analyze the Debtors' business, operations and
financial projections;
b. advise and assist the Debtors in a Financing,
Restructuring, and/or Sale transaction, if the Debtors
determine to undertake such a transaction; and
c. provide financial advice in developing and implementing a
Restructuring, Financing, Sale of the Debtors' assets.
Evercore Group will be paid as follows:
a. A monthly fee of $175,000 (the "Monthly Fee"), payable on
execution of the Engagement Letter and on the first day of
each month; provided, that 50% of the Monthly Fees paid
after the first six months shall be credited against the
Restructuring Fee, or Sale Fee;
b. A one-time fee (a "Restructuring Fee"), payable upon the
consummation of any Restructuring of $10 million;
c. A fee (a "Sale Fee"), payable from the proceeds of any Sale
upon consummation of such Sale, equal to 1.70% of that
portion of Aggregate Consideration up to and including $250
million, plus 1.50% of the incremental Aggregate
Consideration in excess of $250 million but less than or
equal to $500 million, plus 1.30% of the incremental
Aggregate Consideration in excess of $500 million but less
than or equal to $750 million, plus 1.10% of the
incremental Aggregate Consideration in excess of $750
million but less than or equal to $1 billion, plus 0.90% of
the incremental Aggregate Consideration in excess of $1
billion; provided, however, the Sale Fee shall not be less
than $3,000,000; provided, further, in the event that
separate Sale processes are run for separate businesses or
assets of the Debtors, the Sale Fee will be calculated
separately according to the above schedule for each such
process;
d. If both a Restructuring Fee and a Sale Fee are actually
earned and become payable, 50% of the lower of the
Restructuring Fee and the Sale Fee shall be credited
against the higher of the Restructuring Fee and Sale Fee;
provided, that any such credit of fees contemplated by this
sentence shall only apply to the extent that all such
Restructuring Fee and Sale Fee are approved in their
entirety by the Court pursuant to a final order not subject
to appeal which order is acceptable to Evercore;
e. A fee (a "Financing Fee"), payable upon consummation of any
Financing and incremental to any Restructuring Fee or Sale
Fee, equal to the applicable percentage(s) of the gross
proceeds or aggregate commitments of the Financing, as set
forth in the table below:
DIP Financing 1.25%
Indebtedness Secured by a First Lien 1.25%
Indebtedness Secured by a First Lien 2%
Last Out ("FLLO") or Junior Lien and/or
Unsecured or Subordinated Indebtedness
Equity or Equity-Linked 3%
Securities/Obligations
Evercore Group will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Gregory Berube, a senior managing director of Evercore Group,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
Evercore Group can be reached at:
Gregory Berube
Evercore Group, L.L.C.
55 East 52nd Street
New York, NY 10055
Tel: (212) 857-3100
About Southern Foods Group
Southern Foods Group, LLC, d/b/a Dean Foods, is a food and beverage
company and a processor and direct-to-store distributor of fresh
fluid milk and other dairy and dairy case products in the United
States.
The Company and its 40+ affiliates filed for bankruptcy protection
on Nov. 12, 2019 (Bankr. S.D. Texas, Lead Case No. 19-36313). The
petitions were signed by Gary Rahlfs, senior vice president and
chief financial officer. Judge David Jones presides over the
cases.
The Debtors posted estimated assets and liabilities of $1 billion
to $10 billion.
David Polk & Wardell LLP serves as general bankruptcy counsel to
the Debtors, and Norton Rose Fulbright US LLP serves as local
counsel. Alvarez Marsal is financial advisor to the Debtors,
Evercore Group LLC is investment banker, and Epiq Corporate
Restructuring LLC is notice and claims agent.
DESTINATION MATERNITY: Panel Taps Cole Schotz as Delaware Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Destination
Maternity Corporation, and its debtor-affiliates, seeks
authorization from the U.S. Bankruptcy Court for the District of
Delaware to retain Cole Schotz P.C., as Delaware and conflict
counsel to the Committee.
The Committee requires Cole Schotz to:
a. serve as Delaware and conflicts counsel to the Committee;
b. provide legal advice with respect to the Committee's
powers, rights, duties, and obligations in the Chapter 11
Cases;
c. assist and advise the Committee in its consultations with
the Debtors regarding the administration of the Chapter 11
Cases;
d. assist the Committee in reviewing and negotiating terms for
unsecured creditors with respect to (i) the use of cash
collateral (ii) the sale of the Debtors' assets, including
negotiating bid procedures and proposed asset purchase
agreements, and (iii) other requests for relief which would
impact unsecured creditors;
e. investigate the liens asserted by the Debtors' lenders and
any potential causes of action against the Debtors'
lenders;
f. advise the Committee on the corporate aspects of the
Debtors' restructuring or liquidation and the plan(s) or
other means to effect restructuring or liquidation as may
be proposed in connection therewith, and participation in
the formulation of any such plan(s) or means of
implementing restructuring or liquidation, as necessary;
g. take all necessary actions to protect and preserve the
estates of the Debtors for the benefit of creditors,
including the investigation of the acts, conduct, assets,
liabilities, and financial condition of the Debtors, the
investigation of the prior operation of the Debtors'
businesses and the investigation and prosecution of estate
claims, causes of action, and any other matters relevant to
the Chapter 11 Cases;
h. prepare on behalf of the Committee all necessary motions,
applications, complaints, answers, orders, reports, papers
and other pleadings and filings in connection with the
Committee's duties in the Chapter 11 Cases;
i. advise and represent the Committee in hearings and other
judicial proceedings in connection with all necessary
motions, applications, objections and other pleadings, and
otherwise protecting the interests of those represented by
the Committee; and
j. perform all other necessary legal services as may be
required and authorized by the Committee that are in the
best interests of general unsecured creditors.
Cole Schotz will be paid at these hourly rates:
Members and Special Counsel $440 to $990
Associates $285 to $535
Paralegals $210 to $330
Litigation Support Specialists $330 to $405
Cole Schotz will also be reimbursed for reasonable out-of-pocket
expenses incurred.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing
arrangements for this engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic
location of the bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and
material financial terms for the prepetition
engagement, including any adjustments during the 12
months prepetition. If your billing rates and
material financial terms have changed postpetition,
explain the difference and the reasons for the
difference.
Response: Not applicable.
Question: Has your client approved your prospective budget
and staffing plan, and, if so for what budget
period?
Response: Cole Schotz is in the process of developing a
prospective budget and staffing plan for the
Committee's review and approval.
David Dean, partner of Cole Schotz P.C., assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and (a) is not creditors, equity
security holders or insiders of the Debtors; (b) has not been,
within two years before the date of the filing of the Debtors'
chapter 11 petition, directors, officers or employees of the
Debtors; and (c) does not have an interest materially adverse to
the interest of the estate or of any class of creditors or equity
security holders, by reason of any direct or indirect relationship
to, connection with, or interest in, the Debtors, or for any other
reason.
Cole Schotz can be reached at:
David Dean, Esq.
COLE SCHOTZ P.C.
500 Delaware Avenue, Suite 1410
Wilmington, DE
Tel: (302) 652-3131
About Destination Maternity Corporation
Destination Maternity is a designer and omni-channel retailer of
maternity apparel in the United States, with the only nationwide
chain of maternity apparel specialty stores, as well as a deep and
expansive assortment available through multiple online distribution
points, including our three brand-specific websites.
As of August 3, 2019, Destination Maternity operated 937 retail
locations, including 446 stores in the United States, Canada and
Puerto Rico, and 491 leased departments located within department
stores and baby specialty stores throughout the United States and
Canada. It also sells merchandise on the Internet, primarily
through Motherhood.com, APeaInThePod.com and
DestinationMaternity.com websites. Destination Maternity sells
merchandise through its Canadian website, MotherhoodCanada.ca,
through Amazon.com in the United States, and through websites of
certain of our retail partners, including Macys.com.
Destination Maternity's 446 stores operate under three retail
nameplates: Motherhood Maternity(R), A Pea in the Pod(R) and
Destination Maternity(R). It also operates 491 leased departments
within leading retailers such as Macy's(R), buybuy BABY(R) and
Boscov's(R). Generally, the company is the exclusive maternity
apparel provider in its leased department locations.
Destination Maternity and its two subsidiaries sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 19-12256) on Oct. 21,
2019. As of Oct. 5, 2019, Destination Maternity disclosed assets of
$260,198,448 and liabilities of $244,035,457.
The Hon. Brendan Linehan Shannon is the case judge.
The Debtors tapped Kirkland & Ellis LLP as legal counsel; Greenhill
& Co., LLC as investment banker; Landis Rath & Cobb LLP as local
bankruptcy counsel; Hilco Streambank LLC as intellectual property
advisor; Prime Clerk LLC as claims agent; and Berkeley Research
Group, LLC as restructuring advisor. BRG's Robert J. Duffy has been
appointed as chief restructuring officer.
Andrew Vara, acting U.S. trustee for Region 3, on Nov. 1, 2019,
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of Destination
Maternity Corporation and its affiliates. The Committee hires
Cooley LLP as lead counsel. Cole Schotz P.C., as Delaware and
conflict counsel. Province, Inc., as financial advisor.
DIGIPATH INC: Incurs $1.80 Million Net Loss in FY Ended Sept. 30
----------------------------------------------------------------
DigiPath, Inc. filed with the Securities and Exchange Commission
its Annual Report on Form 10-K reporting a net loss of $1.80
million on $2.55 million of revenues for the year ended Sept. 30,
2019, compared to a net loss of $1.65 million on $2.84 million of
revenues for the year ended Sept. 30, 2018.
As of Sept. 30, 2019, the Company had $1.35 million in total
assets, $930,067 in total liabilities, and $425,866 in total
stockholders' equity.
M&K CPAS, PLLC, in Houston, Texas, the Company's auditor since
2017, issued a "going concern" qualification in its report dated
Dec. 30, 2019, on the consolidated financial statements for the
year ended Sept. 30, 2018, stating that the Company has recurring
losses from operations and insufficient working capital, which
raises substantial doubt about its ability to continue as a going
concern.
Satisfaction of Cash Obligations for the Next 12 Months
As of Sept. 30, 2019, the Company's balance of cash on hand was
$323,739. The Company does not currently have sufficient funds to
fund its operations at their current levels for the next twelve
months.
"As we continue to develop our lab testing business and attempt to
expand operational activities, we expect to continue to experience
net negative cash flows from operations in amounts not now
determinable, and will be required to obtain additional financing
to fund operations. Our ability to continue as a going concern is
dependent upon our ability to raise additional capital and to
achieve sustainable revenues and profitable operations. Since
inception, we have raised funds primarily through the sale of
equity securities. We will need and are currently seeking
additional funds to operate our business. No assurance can be
given that any future financing will be available or, if available,
that it will be on terms that are satisfactory to us. Even if we
are able to obtain additional financing, it may contain undue
restrictions on our operations or cause substantial dilution for
our stockholders. If we are unable to obtain additional funds, our
ability to carry out and implement our planned business objectives
and strategies will be significantly delayed, limited or may not
occur. We cannot guarantee that we will become profitable. Even
if we achieve profitability, given the competitive and evolving
nature of the industry in which we operate, we may not be able to
sustain or increase profitability and our failure to do so would
adversely affect our business, including our ability to raise
additional funds," DigiPath said.
A full-text copy of the Form 10-K is available for free at the
SEC's website at:
https://is.gd/AXpM5Y
About DigiPath
Headquartered in Las Vegas, Nevada, Digipath, Inc. --
http://www.digipath.com/-- offers full-service testing lab for
cannabis, hemp and ancillary cannabis and hemp infused products
serving growers, dispensaries, caregivers, producers, patients and
eventually all end users of cannabis and botanical products.
DO@KING PLOW ARTS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: DO@King Plow Arts Center LLC
517 Jones Ave.
Atlanta, GA 30314
Business Description: DO@King Plow Arts Center LLC is a
commercial, performing, and visual arts
center located in Atlanta, Georgia.
Chapter 11 Petition Date: January 2, 2020
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 20-60066
Debtor's Counsel: William A. Rountree, Esq.
ROUNTREE, LEITMAN & KLEIN, LLC
Century Plaza I
2987 Clairmont Road, Ste. 175
Atlanta, GA 30329
Tel: 404-584-1244
E-mail: swenger@rlklawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Nacasha Leca Ruffin, authorized
representative.
A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available at
PacerMonitor.com at https://is.gd/eMKp2N at no extra charge.
EP ENERGY: Hires Kurtzman Carson as Information Agent
-----------------------------------------------------
The Official Committee of Unsecured Creditors of EP Energy
Corporation, and its debtor-affiliates, seeks authorization from
the U.S. Bankruptcy Court for the Southern District of Texas to
employ Kurtzman Carson Consultants LLC, as information agent to the
Committee.
The Committee requires Kurtzman Carson to:
(a) establish and maintain a website for the Committee (the
"Creditor Website") and provide associated technology and
communications services to facilitate the Committee's
communications with the Debtors' unsecured creditors; and
(b) prepare and serve required notices and pleadings on behalf
of the Committee in accordance with the Bankruptcy Code,
the Bankruptcy Rules, the Local Rules, and any case
management order entered in these Chapter 11 Cases in the
form and manner directed by the Committee and/or the
Court, including, if applicable, all notices, orders,
pleadings, publications and other documents as the
Committee and/or the Court may deem necessary or
appropriate.
Kurtzman Carson will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Drake D. Foster, executive vice president of Corporate
Restructuring Services with Kurtzman Carson Consultants LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and (a)
is not creditors, equity security holders or insiders of the
Debtors; (b) has not been, within two years before the date of the
filing of the Debtors' chapter 11 petition, directors, officers or
employees of the Debtors; and (c) does not have an interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct or
indirect relationship to, connection with, or interest in, the
Debtors, or for any other reason.
Kurtzman Carson can be reached at:
Drake D. Foster
Kurtzman Carson Consultants LLC
222 N. Pacific Coast Highway, 3rd Floor
El Segundo, CA 90245
Tel: (310) 823‐9000
Fax: (310) 823‐9133
About EP Energy Corporation
EP Energy Corporation and its direct and indirect subsidiaries(OTC
Pink: EPEG) -- http://www.epenergy.com/-- are a North American oil
and natural gas exploration and production company headquartered in
Houston, Texas. The Debtors operate through a diverse base of
producing assets and are focused on the development of drilling
inventory located in three areas: the Eagle Ford shale in South
Texas, the Permian Basin in West Texas, and Northeastern Utah.
EP Energy Corporation and its subsidiaries sought Chapter 11
protection on Oct. 3, 2019, after reaching a deal with Elliott
Management Corporation, Apollo Global Management, LLC, and certain
other noteholders on a bankruptcy exit plan that would reduce debt
by 3.3 billion.
The lead case is In re EP Energy Corporation (Bankr. S.D. Tex. Lead
Case No. 19-35654).
EP Energy was estimated to have $1 billion to $10 billion in assets
and liabilities as of the bankruptcy filing.
The Hon. Marvin Isgur is the case judge.
The Debtors tapped Weil, Gotshal & Manges LLP as counsel;
EvercoreGroup L.L.C. as investment banker; and FTI Consulting,
Inc., as financial advisor. Prime Clerk LLC is the claims agent.
ESM INC: Hires Finestone Hayes as Bankruptcy Counsel
----------------------------------------------------
ESM, Inc., seeks authority from the U.S. Bankruptcy Court for the
Northern District of California to employ Finestone Hayes LLP, as
bankruptcy counsel to the Debtor.
ESM, Inc. requires Finestone Hayes to:
a) advise and represent the Debtor to all matters and
proceedings within this Chapter 11 case, other than those
particular areas that may be assigned to special counsel;
b) assist, advise and represent the Debtor in any manner
relevant to a review of its debts, obligations,
maximization of its assets and where appropriate,
disposition thereof;
c) assist, advise and represent the Debtor in the operation of
its business;
d) assist, advise and represent the Debtor in the performance
of all of its duties and powers under the Bankruptcy Code
and Bankruptcy Rules, and in the performance of such other
services as are in the interests of the estate; and
e) assist, advise and represent the Debtor in dealing with its
creditors and other constituencies, analyzing the claims in
this case and formulating and seeking approval of a Plan of
Reorganization.
Finestone Hayes will be paid at these hourly rates:
Stephen D. Finestone $495
Jennifer C. Hayes $495
Ryan A. Witthans $320
Finestone Hayes will be paid a retainer in the amount of $50,000.
Finestone Hayes will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Stephen D. Finestone, partner of Finestone Hayes LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Finestone Hayes can be reached at:
Stephen D. Finestone, Esq.
Jennifer C. Hayes, Esq.
Ryan A. Witthans, Esq.
FINESTONE HAYES LLP
456 Montgomery Street, 20th Floor
San Francisco, CA 94104
Tel: (415) 421-2624
Fax: (415) 398-2820
E-mail: sfinestone@fhlawllp.com
About ESM Inc.
ESM, Inc., d/b/a Dosa Fillmore, is a restaurant specializing in
Indian cuisine.
ESM filed in its Voluntary Petition for relief under Chapter 11 of
Title 11 of the United States Code (Bankr. N.D. Cal. Case No.
19-31218) on Nov. 22, 2019. The petition was signed by Emily Mitra,
president. The Debtor disclosed $478,688 in assets and $2,837,372
in liabilities. Stephen D. Finestone, Esq., at FINESTONE HAYES
LLP, represents the Debtor.
EVJT INVESTMENT: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: EVJT Investment Firm LLC
1235 Second St.
Hermosa Beach, CA 90254
Business Description: EVJT Investment Firm LLC owns a property
located at 1235 Second St., Hermosa Beach,
CA 90254 having a current value of $4.4
million.
Chapter 11 Petition Date: January 2, 2020
Court: United States Bankruptcy Court
Central District of California
Case No.: 20-10006
Judge: Hon. Sheri Bluebond
Debtor's Counsel: Kevin Tang, Esq.
TANG & ASSOCIATES
18377 Beach Blvd.
Suite 211
Huntington Beach, CA 92648
Tel: (714) 594-7022
E-mail: kevin@tang-associates.com
Total Assets: $4,430,000
Total Liabilities: $2,876,444
The petition was signed by Tracie C. Love, president.
The Debtor stated it has no unsecured creditors.
A copy of the petition is available at PacerMonitor.com for free
at:
https://is.gd/Hkne2s
FLEETSTAR LLC: Jan. 22 Hearing on Disclosure Statement Set
----------------------------------------------------------
Judge Meredith S. Grabill has ordered that the hearing to consider
the approval of Fleetstar LLC Chapter 11 Disclosure Statement filed
on Nov. 27, 2019, will be held before the Honorable Meredith S.
Grabill in Courtroom B-709 Hale Boggs Federal Building, 500 Poydras
Street, New Orleans, Louisiana on Wednesday, Jan. 22, 2020 at 3:00
p.m.
Jan. 15, 2020, is fixed as the last day for filing written
objections to said Disclosure Statement and for serving same in
accordance with Bankruptcy Rule 3017(a).
About Fleetstar LLC
Fleetstar LLC, a trucking company in Elmwood, La., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La.
Case No. 19-10873) on April 2, 2019. At the time of the filing,
the Debtor was estimated to have assets of between $1 million and
$10 million and liabilities of the same range. The case is
assigned to Judge Elizabeth W. Magner. The Debtor hired Congeni
Law Firm, LLC, as legal counsel, and Degan Blanchard & Nash, APLC,
as special counsel.
FLEXOGENIX GROUP: Unsecureds to Get 100% in 5 Years
---------------------------------------------------
Flexogenix Oklahoma, P.C., together with Flexogenix Group, Inc.,
Flexogenix Georgia, P.C., Flexogenix North Carolina, P.C., and
Whalen Medical Corporation filed a reorganizing plan.
The Plan provides for the revesting of substantially all of the
Debtor's assets in the Reorganized Debtor and payments to creditors
on account of their allowed claims. The effective date of thePlan
is expected to be March 31, 2020.
The Plan treats unsecured claims in this manner:
* Class 3 - Convenience Claims. IMPAIRED. A convenience claim
is a claim against the Debtor that is for $250 or less or the
holder of a claim for more than $250 that elects to reduce its
claim to $250. The Debtor estimates that, with the convenience
claim amount set at $250, more than 56% of the holders of allowed
unsecured claims against the Debtor in the Chapter 11 case.
Holders of convenience claims will be paid in cash, in full, on, or
as soon as reasonably practicable after, the latest of the
Effective Date.
* Class 4 - General Unsecured Claims. IMPAIRED. Each holder of
an allowed general unsecured claims will receive a cash payment
equal to its pro rata share of the General Unsecured Claim
Effective Date Payment. The remainder of the allowed amount will
be paid in full plus interest of 3% per annum calculated from the
Effective Date, which allowed amount will be paid in monthly
installments commencing the first business day of the first month
following the Effective Date based upon a 60-month amortization
schedule.
All cash necessary for the Reorganized Debtor to make payments
required by the Plan will be obtained from (a) existing cash
balances, (b) the repayment to the Debtor by Flexogenix of the
Flexogenix Advances, as described in the Disclosure Statement, and
(c) the operation of the Reorganized Debtor.
A full-text copy of the Disclosure Statement dated Dec. 11, 2019,
is available at https://tinyurl.com/rcfg9sb from PacerMonitor.com
at no charge.
Counsel for the Debtors:
Jeremy W. Faith
Monsi Morales
MARGULIES FAITH LLP
16030 Ventura Blvd., Suite 470
Encino, CA 91436
Telephone: (818) 705-2777
Facsimile: (818) 705-3777
E-mail: Jeremy@MarguliesFaithLaw.com
Monsi@MarguliesFaithLaw.com
About Flexogenix Group
Flexogenix Group, Inc. -- https://flexogenix.com/ -- offers
non-surgical solutions for knee pain, osteoarthritis and injuries.
Flexogenix treatments have options for acute injuries as well as
chronic overuse conditions. The company has locations in Atlanta,
Cary, Raleigh, Charlotte, Greensboro, Los Angeles, and Oklahoma
City.
Flexogenix Group and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. C.D. Cal. Lead Case No. 19-12927)
on March 18, 2019. At the time of the filing, Flexogenix Group was
estimated to have assets between $1 million and $10 million and
liabilities of between $10 million and $50 million.
The cases are assigned to Judge Barry Russell.
The Debtors tapped Margulies Faith LLP as legal counsel; Nelson
Hardiman, LLP as special counsel; and hire Levy, Sapin, Ko &
Freeman as tax accountant.
FLOORS TODAY: Jan. 31 Hearing on Disclosure Statement Set
---------------------------------------------------------
The Court convened a hearing on Floors Today, LLC's motion for
approval of the disclosure statement in support of its Chapter 11
plan.
Judge Elizabeth D. Katz has ordered that the Motion is granted,
subject to the filing of a corrected Disclosure Statement.
The hearing to consider confirmation of the Plan is scheduled for
Jan. 31, 2020 at 12:00 p.m., Eastern Standard Time, at the United
States Bankruptcy Court for the District of Massachusetts, Harold
Donahue Federal Building and Courthouse, 595 Main Street,
Worcester, Massachusetts 01608.
Any objection to confirmation of the Plan must be filed and served
no later than 4:30 p.m., Eastern Standard Time, on or before Jan.
24, 2020.
Any objection to the assumption of an executory contract or
unexpired lease, or to a Cure Claim associated must be filed and
served no later than 4:30 p.m., Eastern Standard Time, on or before
Jan. 24, 2020.
All persons and entities entitled to vote on the Plan will deliver
their Ballots by mail, overnight courier, electronic mail, or
facsimile so as to be received no later than 4:30 p.m., Eastern
Standard Time, on January 24, 2020.
The Debtor shall file, on or before Dec. 20, 2019, (a) a corrected
Disclosure Statement and Notice reflecting the appropriate mailing
address for the Clerk of the Bankruptcy Court; and (b) a
certificate of service reflecting service of the Solicitation
Package and Notice.
Attorney for the Debtor:
D. Ethan Jeffery
Murphy & King, Professional Corporation
One Beacon Street
Boston, MA 02108
Fax: (617) 423-0498
Email: EJeffery@murphyking.com
About Floors Today
Floors Today, LLC -- https://www.floorsandkitchenstoday.com/ --
owns and operates flooring stores offering carpets, tiles, woods,
waterproof floors, laminates, area rugs and more. The Company also
retails bathroom and kitchen furniture including cabinetry,
countertops, and interior products. The Company has locations in
the Greater Boston, Providence, and Worcester areas.
Floors Today, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Mass. Case No. 19-41126) on July 7,
2019. At the time of the filing, the Company disclosed assets of
between $500,000 to $1 million and liabilities of between $1
million to $10 million. The petition was signed by the Company's
managing partner, Vincent Virga. The Hon. Elizabeth D. Katz is the
case judge. The Company is represented by Donald Ethan Jeffery,
Esq., at Murphy & King, Professional Corporation.
FURIE OPERATING: Unsecured Creditors Out of Money in Plan
---------------------------------------------------------
Furie Operating Alaska, LLC and its debtor affiliates filed a Joint
Plan of Reorganization that says that there will be no
distributions or any recovery for unsecured creditors.
At an auction on Dec. 5, 2019, the Debtors conducted an auction for
substantially all of their assets. Hex L.L.C., was the successful
bidder, with a bid of $15,000,010. The sale hearing is scheduled
for Jan. 13, 2020.
As of the Petition Date, the Debtors owed not less than
$368,120,316 in principal under the prepetition term loan.
The Debtors also received postpetition financing of $15 million
from Energy Capital Partners Mezzanine Opportunities Fund A, LP, as
agent (the "DIP Agent"), Energy Capital
Partners Mezzanine Opportunities Fund A, LP ("ECP Fund A"), Energy
Capital Partners Mezzanine Opportunities Fund B, LP ("ECP Fund B"),
and Energy Capital Partners Mezzanine Opportunities Fund, LP ("ECP
Fund", and together with ECP Fund A and ECP Fund B, the "ECP DIP
Lenders"), Melody Special Situations Offshore Credit Mini-Master
Fund., L.P., Melody Capital Partners Offshore Credit Mini-Master
Fund, L.P., Melody Capital Partners Onshore Credit
Fund., L.P. and Melody Capital Partners FDB Credit Fund, L.P.
and/or their respective affiliates (the "Melody Lenders") and AFG
Investments 1A. LLC.
The Plan proposes to treat claims and interests as follows:
* Each holder of an allowed term loan claim in Class 4 will
receive (i) its share of a portion of the New Term Loan Debt, in
principal amount equal to $[____], which shall be distributed to
holders of Allowed Term Loan Claims in accordance with the
"Priority Waterfall" set forth in Section M(vi) of the DIP Order
and (ii) its pro rata share of 100 percent of the Interests in the
Litigation Trust.
* Each general unsecured claim in Class 5 will be cancelled
without any distribution and such holders of General Unsecured
Claims will receive no recovery.
* Existing Interests in Cornucopia and Corsair in Class 8 will be
deemed canceled and extinguished, and shall be of no further force
and effect, whether surrendered for cancelation or otherwise, and
there shall be no distribution to holders of Interests in
Cornucopia and Corsair on account of such Interests.
The Debtors' cash on hand, the Sale Transaction Proceeds, and any
other Cash received or generated by the Debtors or the Litigation
Trust shall be used to fund the distributions to holders of Allowed
Claims against the Debtors in accordance with the treatment of such
Claims and the DIP Order and subject to the terms provided herein.
A full-text copy of the Joint Plan of Reorganization dated Dec. 11,
2019, is available at https://tinyurl.com/vl2mtgt from
PacerMonitor.com at no charge.
Counsel to the Debtors:
Timothy W. Walsh
Riley T. Orloff
MCDERMOTT WILL & EMERY LLP
340 Madison Avenue
New York, New York 10173-1922
Telephone: (212) 547-5400
Facsimile: (212) 547-5444
E-mail: twwalsh@mwe.com
rorloff@mwe.com
- and -
Matthew P. Ward
Ericka F. Johnson
WOMBLE BOND DICKINSON (US) LLP
1313 North Market Street, Suite 1200
Wilmington, Delaware 19801
Telephone: (302) 252-4320
Facsimile: (302) 252-4330
E-mail: matthew.ward@wbd-us.com
ericka.johnson@wbd-us.com
About Furie Operating Alaska
Headquartered in Anchorage Alaska, Furie Operating Alaska LLC and
its affiliates operate as independent energy companies primarily
focused on the acquisition, exploration, production, and
development of offshore oil and gas properties in the State of
Alaska's Cook Inlet region. They hold a majority working interest
in 35 competitive oil and gas leases in the Cook Inlet.
Additionally, they wholly own and operate an offshore production
platform in the middle of the Cook Inlet to extract natural gas
under the oil and gas leases.
Furie Operating Alaska and its affiliates, Cornucopia Oil & Gas
Company LLC, and Corsair Oil & Gas LLC, filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case Nos. 19-11781 to 19-11783) on Aug. 9, 2019. In the petitions
signed by Scott M. Pinsonnault, interim COO, the Debtors were
estimated to have $10 million to $50 million in assets and $100
million to $500 million in liabilities.
Matthew P. Ward, Esq. at Womble Bond Dickinson (US) LLP and Timothy
W. Walsh, Esq., at McDermott Will & Emery LLP, serve as the
Debtors' counsel. Seaport Global Securities LLC is the Debtors'
investment banker; and Ankura Consulting Group is the financial
advisor. Prime Clerk LLC is the claims and noticing agent, and
administrative advisor.
GENERAL CANNABIS: Extends Promissory Note Maturity to Jan. 2020
---------------------------------------------------------------
General Cannabis Corp previously issued a promissory note, dated
July 18, 2019, as amended, to SBI Investments LLC, 2014-1. On Dec.
30, 2019, SBI agreed to extend the maturity date of such Promissory
Note from Dec. 20, 2019, to Jan. 31, 2020, upon the payment by the
Company to the Purchaser of $195,911 on or before Dec. 31, 2019.
Such payment, which the Company made on or before Dec. 31, 2019,
reflects (a) $40,911 of accrued interest on the Promissory Note
through Dec. 31, 2019, and (b) a payment of $155,000 of the
principal amount of the Promissory Note. As a result of such
payment, the principal amount of the Promissory Note will be
reduced from $905,000 to $750,000.
About General Cannabis Corp
Headquartered in Denver, Colorado, General Cannabis Corp --
http://www.generalcann.com/-- provides products, services and
capital to the regulated cannabis industry and non-cannabis
customers.
General Cannabis reported a net loss of $16.97 million for the year
ended Dec. 31, 2019, following a net loss of $8.22 million for the
year ended Dec. 31, 2017. As of Sept. 30, 2019, the Company had
$4.61 million in total assets, $5.70 million in total liabilities,
and a total stockholders' deficit of $1.09 million.
Hall & Company, in Irvine, California, the Company's auditor since
2014, issued a "going concern" qualification in its report dated
March 8, 2019, on the consolidated financial statements for the
year ended Dec. 31, 2018, citing that the Company's cash balance of
approximately $8.0 million is not sufficient to absorb the
Company's operating losses and retire their debt of $6,849,000 due
May 1, 2019. Accordingly, there is substantial doubt about the
Company's ability to continue as a going concern.
GJ SOUTH LLC: Taps Richey May & Co. as Accountant
-------------------------------------------------
GJ South, LLC received approval from the U.S. Bankruptcy Court for
the District of Colorado to hire Richey May & Co. as its
accountant.
The services to be provided by the firm include the preparation of
tax returns and monthly operating reports, and general bookkeeping
services.
The firm's hourly fees for accounting services are:
Stephan Socky, CPA $350
Associates $200
Partners $400
Richey May will charge $130 per hour for bookkeeping services.
Stephan Socky, the firm's accountant who will be providing the
services, disclosed in court filings that he and his firm do not
have connections with the Debtor, creditors and any "party in
interest."
The firm can be reached through:
Stephan Socky
Richey May & Co.
9605 S. Kingston Court, Suite 200
Englewood, CO 80112
Phone: (303) 721-6131
About GJ South LLC
GJ South LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.
Colo. Case No. 19-16511) on July 30, 2019. At the time of the
filing, the Debtor had estimated assets of between $100,001 and
$500,000 and liabilities of between $500,001 and $1 million. Judge
Elizabeth E. Brown oversees the case. The Debtor is represented by
Guy B. Humphries, at Guy Humphries, Attorney At Law.
H&B HOLDINGS: Jan. 8, 2020 Disclosure Statement Hearing Set
-----------------------------------------------------------
On Dec. 10, 2019, debtor H&B Holdings, Inc. filed with the U.S.
Bankruptcy Court for the Northern District of Alabama, Northern
Division, a disclosure statement for chapter 11 plan.
Judge Clifton R. Jessup, Jr. ordered that:
* Jan. 8, 2020, at 10:00 a.m. before the Honorable Clifton R.
Jessup, Jr. at the U.S. Post Office & Courthouse, 2nd Floor, 210 N.
Seminary Street, Florence, Alabama 35630 is the hearing to consider
the approval of the Disclosure Statement.
* Jan. 2, 2020, by 12:00 p.m. Noon, CDT is fixed as the deadline
to file any Objections to the Disclosure Statement.
About H&B Holdings
H&B Holdings Inc. is a privately held company in the wholesale
lumber business.
H&B Holdings, Inc., based in Tuscumbia, AL, filed a Chapter 11
petition (Bankr. N.D. Ala. Case No. 19-82417) on August 13, 2019.
The Hon. Clifton R. Jessup Jr. oversees the case. Stuart M. Maples,
Esq., at Maples Law Firm, P.C., serves as bankruptcy counsel. In
the petition signed by Harvey F. Robbins, III, president, the
Debtor disclosed $236,441 in assets and $7,641,392 in liabilities.
HEADLESS HORSEMAN: Expects Sale to Set 100% Plan
------------------------------------------------
Headless Horseman Entities, Inc., filed a Liquidating Plan and a
Disclosure Statement.
The Plan contemplates the sale of the Debtor's property in Sleepy
Hollow, New York. The Plan will be funded with the Debtor's cash
on hand on the Confirmation Date and the net proceeds from the
sale. These funds are expected to be sufficient to pay all Allowed
Administrative, Priority Claims, Secured and Unsecured Claims, and
the Disbursing Agent shall effectuate all payments due under the
Plan. Unsecured claims, which total $10,000 will be paid in full,
with no interest, on or shortly after the Effective Date.
The Debtor will move before the Honorable Robert D. Drain, United
States Bankruptcy Judge, at the United States Bankruptcy Court, 300
Quarropas Street, Courtroom 118, White Plains, New York 10601 on
Jan. 15, 2020, at 10:00 a.m. for an order approving its Disclosure
Statement pursuant to Section 1125 of the Bankruptcy Code. Jan. 8,
2020, at 5:00 p.m. (EST) is the deadline to file objections, if
any, to the approval of the Disclosure Statement.
A copy of the Disclosure Statement in support of the Chapter 11
plan, as provided by PacerMonitor.com, is available free of charge
at https://tinyurl.com/sm7dzg6
About Headless Horseman
Headless Horseman Entities, Inc., is a single asset real estate
entity, which owns and leases certain improved real estate located
at 410 North Broadway, Sleepy Hollow, New York. It acquired the
Property in 1995. The Property currently consists of 1 improved
and 9 unimproved tax lots.
Headless Horseman Entities sought Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 12-24137) on Dec. 21, 2012.
The Debtor is represented by:
RATTET PLLC
Robert L. Rattet, Esq
202 Mamaroneck Avenue
White Plains, New York 10601
Tel: (914) 381-7400
HENDRICKSON TRUCK: Seeks to Hire Gabriel Liberman as Legal Counsel
------------------------------------------------------------------
Hendrickson Truck Lines, Inc., received approval from the U.S.
Bankruptcy Court for the Eastern District of California to hire the
Law Offices of Gabriel Liberman, APC as its legal counsel.
The firm will advise the Debtor of its powers and duties under the
Bankruptcy Code and will provide other legal services in connection
with its Chapter 11 case.
Gabriel Liberman, Esq., the firm's attorney who will be handling
the case, charges an hourly fee of $300. Paraprofessionals charge
$150 per hour.
The firm received a pre-bankruptcy retainer in the sum of $15,000.
The firm and its attorneys are "disinterested" within the meaning
of Section 101(14) of the Bankruptcy Code, according to court
filings.
Liberman can be reached through:
Gabriel E. Liberman, Esq.
Law Offices of Gabriel Liberman, APC
2033 Howe Avenue, Suite 140
Sacramento, CA 95825
Telephone: (916) 485-1111
Facsimile: (916) 485-1111
Email: Gabe@4851111.com
About Hendrickson Truck Lines
Hendrickson Truck Lines, Inc. -- http://www.htlines.com/-- is a
general freight trucking company founded in 1976 with headquarters
in Sacramento, Calif.
Hendrickson Truck Lines sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Calif. Case No. 19-27396) on Nov. 27,
2019. The company previously filed for bankruptcy protection
(Bankr. E.D. Calif. Case No. 15-24947) on June 19, 2015.
At the time of the filing, the Debtor disclosed assets of between
$10 million and $50 million and liabilities of the same range.
The case is assigned to Judge Christopher D. Jaime. The Debtor is
represented by Gabriel E. Liberman, Esq., at the Law Offices of
Gabriel Liberman, APC.
HUNT COMMUNICATIONS: Seeks to Hire Lane Law Firm as Legal Counsel
-----------------------------------------------------------------
Hunt Communications, LLC, seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire The Lane Law Firm,
PLLC as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include negotiation with its creditors;
review of any proposed asset sale or disposition; analysis of its
assets and liabilities; and the preparation of a plan of
reorganization.
Russell Van Beustring, Esq., the firm's attorney who will be
handling the case, will charge an hourly fee of $425. The firm
will charge $350 per hour for managing or supervising attorneys,
$250 per hour for associate attorneys, and $125 per hour for
bankruptcy legal assistants.
Lane Law Firm received a retainer in the amount of $15,000.
The firm is "disinterested" within the meaning of Section 101(14)
of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Russell Van Beustring, Esq.
The Lane Law Firm, PLLC
6200 Savoy, Suite 1150
Houston, TX 77036
Phone: (713) 595-8200
Fax: (713) 595-8201
Email: russell.beustring@lanelaw.com
About Hunt Communications
Hunt Communications, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-35732) on Oct. 10,
2019. At the time of the filing, the Debtor disclosed assets of
between $500,001 and $1 million and liabilities of the same range.
The case is assigned to Judge Christopher M. Lopez. The Debtor is
represented by Russell Van Beustring, Esq., at The Lane Law Firm,
PLLC.
INTEGRITY HOME: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Five affiliates that simultaneously filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Integrity Home Health Care, Inc. (Lead Case) 20-00014
1700 66th Street North, Suite 101
Saint Petersburg, FL 33710
West Florida PPHomeHealth, LLC 20-00011
1700 66th Street North
Suite 101
Saint Petersburg, FL 33710
Citrus Home Health, Inc. 20-00013
1700 66th Street N.
Suite 101
Saint Petersburg, FL 33710
Leeder Home Health Care Services, LLC 20-00015
1700 66th Street N.
Saint Petersburg, FL 33710
Transitions Family Health Care, Corp. 20-00016
1700 66th Street North
Suite 101
Saint Petersburg, FL 33710
Business Description: Integrity Home Health and its debtor
affiliates are providers of home health care
services based in Saint Petersburg, Florida.
Chapter 11 Petition Date: January 2, 2020
Court: United States Bankruptcy Court
Middle District of Florida
Judge: Hon. Catherine Peek McEwen
Debtors' Counsel: David S. Jennis, Esq.
JENNIS LAW FIRM
606 E. Madison Street
Tampa, FL 33602
Tel: 813-229-2800
Email: ecf@jennislaw.com
Integrity Home Health's
Estimated Assets: $0 to $50,000
Integrity Home Health's
Estimated Liabilities: $1 million to $10 million
West Florida PPHomeHealth's
Estimated Assets: $0 to $50,000
West Florida PPHomeHealth's
Estimated Liabilities: $100,000 to $500,000
Citrus Home's
Estimated Assets: $0 to $50,000
Citrus Home's
Estimated Liabilities: $50,000 to $100,000
Integrity Home's
Estimated Assets: $0 to $50,000
Integrity Home's
Estimated Liabilities: $1 million to $10 million
Leeder Home Health's
Estimated Assets: $0 to $50,000
Leeder Home Health's
Estimated Liabilities: $100,000 to $500,000
Transitions Family's
Estimated Assets: $0 to $50,000
Transitions Family's
Estimated Liabilities: $50,000 to $100,000
The petitions were signed by Carol R. Thornton, president/manager.
Full-text copies of the petitions containing, among other items,
lists of the Debtors' 20 largest unsecured creditors are available
at PacerMonitor.com for free at:
https://is.gd/AIypft
https://is.gd/j5BUdm
https://is.gd/U6hoSM
https://is.gd/PCI4WP
https://is.gd/LzH5bz
INTEGRITY HOME: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Integrity Home Health Care, Inc.
7870 SW 103rd Street, Suite 201
Ocala, FL 34476
Business Description: Integrity Home Health Care, Inc. is a home
health care service provider in Ocala,
Florida, that offers personal care, housing,
and support services to seniors in a home-
like setting.
Chapter 11 Petition Date: January 2, 2020
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 20-00003
Debtor's Counsel: David S. Jennis, Esq.
JENNIS LAW FIRM
606 E. Madison Street
Tampa, FL 33602
Tel: 813-229-2800
E-mail: ecf@jennislaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Carol R. Thornton, president.
A copy of the petition containing, among other items, a list of the
Debtor's 20 largest unsecured creditors is available at
PacerMonitor.com for free at:
https://is.gd/8JhjnV
INVESTVIEW INC: Opts to do a Perpetual Preferred Unit Offering
--------------------------------------------------------------
Investview, Inc. has altered its plan to launch a tender offer to
exchange shares of its outstanding Common Stock for newly-created
shares of Series A Convertible Preferred in favor of issuing a
Perpetual Preferred Unit Offering.
Investview Inc. has determined that is in the best interest of its
shareholders to not proceed with the tender offer in lieu of a
better alternative. As Investview worked with financial and legal
professionals to evaluate various courses of action, the Company
was presented with the alternative of issuing a Perpetual Preferred
Unit Offering which is better suited for Investview and its
shareholders.
The Company plans to file a registration statement on Form S-1
offering up to 2 million units at an offering price of $25 per
Unit, each consisting of: (i) one share of 13% Cumulative Perpetual
Preferred Stock having a stated value of $25 per share; and (ii)
five common stock purchase warrants, each exercisable for five
years from the effective date of the initial closing of the
Registration Statement. The Cumulative Preferred Stock, the
Warrants and the shares of Common Stock underlying the Warrants
will be registered in the registration statement. The 13% per
annum dividends for the first three years will be escrowed from the
$25 Unit offering price, representing $9.75 per share, which will
result in net proceeds to the Company of $15.25 per share before
paying commissions and other expenses of the offering. These
escrowed dividends shall be paid monthly from an escrow account
that is yet to be established. The Company can redeem the
Cumulative Preferred Stock after three years at the $25 per share
stated value or at any time after the 36-month anniversary of the
Effective Date. Starting in year four, if not redeemed, the
Company will pay the $3.25 per share yearly dividends in twelve
equal monthly installments and, if any dividends are not paid, they
will be cumulative and be accrued.
Upon the first closing, which shall occur immediately following the
sale of 160,000 Units resulting in gross proceeds to the Company of
$4 million, the Company will apply for the initial listing on the
OTCQX of the shares of Cumulative Preferred Stock, the Warrants
and, if eligible, the shares underlying the Warrants. To qualify
for listing, the OTCQX requires 50 holders of the shares of
Cumulative Preferred Stock and the Warrants and the Company already
meets the number of holders of Common Stock for OTCQX listing but
must also meet the price per share requirement.
The Company will conduct closings, subsequent to the first closing,
on a weekly basis for the same offering price of $25 per Unit while
those shares of the Cumulative Preferred Stock and Warrants, and
common Stock, if eligible, are trading on the OTCQX.
In addition, the Company plans to allow its common stockholders to
exchange up to $1.2 million worth of common stock for the Units on
a pari-passu basis. The exchange ratio will be set on the day of
the first closing of the Perpetual Preferred Stock offering.
About Investview, Inc.
Salt Lake City, Utah-based Investview, Inc. --
http://www.investview.com/-- is a diversified technology company
leveraging the latest innovations in technology for financial
education, services and interactive tools. Investview's family of
subsidiaries focus on delivering products that serve individuals
around the world. From personal money management, to advancement
in blockchain technologies, Investview companies are forging a path
for individuals to take advantage of financial and technical
innovations.
Investview reported a net loss attributable to the company's
stockholders of $5.01 million for the year ended March 31, 2019,
following a net loss attributable to the company's stockholders of
$14.91 million for the year ended March 31, 2018.
Haynie & Company, in Salt Lake City, Utah, issued a "going concern"
qualification in its report dated June 28, 2019, on the
consolidated financial statements for the year ended March 31, 2019
citing that the Company has suffered losses from operations and its
current cash flow is not enough to meet current needs. This raises
substantial doubt about the Company's ability to continue as a
going concern.
JACL LTD: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: JACL, Ltd.
3824 Cedar Springs, Suite 229
Dallas, TX 75219
Chapter 11 Petition Date: September 29, 2019
Case Dismissed: December 19, 2019
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 19-33219
Judge: Hon. Stacey G. Jernigan
Debtor's Counsel: Joyce Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
12720 Hillcrest Road, Suite 625
Dallas, TX 75230
Tel: (972) 503-4033
E-mail: joyce@joycelindauer.com
Total Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Jay F. Lafrance, manager of General
Partner, WWBDC, LLC.
A copy of the petition is available at PacerMonitor.com for free
at:
https://is.gd/juK0Yi
JUNO USA: GT Forge to Reorganize; Unsecureds' Recovery "TBD"
------------------------------------------------------------
Juno USA, LP and its affiliates and subsidiaries have proposed a
Joint Plan of Reorganization and Liquidation.
The Plan effectuates the reorganization of GT Forge, Inc., and the
liquidations of (i) Juno, (ii) Juno Oregon LLC, (iii) Omaha LLC,
(iv) Sabo One LLC, and (v) Vulcan Cars LLC (collectively, the
"Liquidating Debtors"). The Plan seeks to preserve the net
operating losses accrued by Debtor GT Forge to facilitate the
Reorganized Debtor's reentry into the market as a
business-to-business ("B2B") provider.
Under the Plan, GT Gettaxi Limited ("Plan Sponsor) will provide a
cash contribution ("the Plan Sponsor Contribution") for the purpose
of making payments under the Plan, including distributions for
holders of general unsecured claims. With the exception of GT
Forge, which will emerge from these Chapter 11 Cases as the
Reorganized Debtor and commence new business operations, the assets
of the Debtors will be vested in the Settlement Trust and will be
liquidated for the benefit of Holders of General Unsecured Claims
under the supervision of the Settlement Trustee.
The Plan provides that all Holders of Allowed Administrative Claims
and Allowed Other Priority Claims will be paid in full. Such
payments will be funded by the proceeds of the DIP Facility, which,
in turn, will be repaid in full with the proceeds of the Plan
Sponsor Contribution.
The Plan proposes to fairly and efficiently restructure the
Debtors' liabilities and distribute the Debtors’ assets in a
manner that will allow these Chapter 11 Cases to conclude
promptly.
The Plan provides that the Plan Sponsor will provide new value in
the form of the Plan Sponsor Contribution, in cash, and that such
funds will be used for the purpose of funding payments under the
Plan. In return, the Plan Sponsor, or its designee, will receive
the equity interests of the Reorganized Debtor under the Plan. The
right to serve as Plan Sponsor will be "market-tested" through a
competitive bidding and auction process. If a Person other than
the Proposed Plan Sponsor (or an affiliate thereof) is approved by
the Bankruptcy Court to serve as Plan Sponsor, the Reorganized
Debtor will issue new common stock to the Plan Sponsor in
accordance with procedures set forth in the Plan Supplement.
Under the PLan, general unsecured creditors will receive (i) its
pro rata share of the GUC Settlement Amount and (ii) its Pro Rata
share of the Settlement Trust Amount. The Disclosure Statement
says the estimated percentage recovery for the class is still "to
be determined".
A full-text copy of the Disclosure Statement dated Dec. 11, 2019,
is available at https://tinyurl.com/ugcvqu5 from PacerMonitor.com
at no charge.
Proposed Counsel to the Debtors:
William E. Chipman, Jr.
Mark L. Desgrosseilliers
Mark D. Olivere
CHIPMAN BROWN CICERO & COLE, LLP
Hercules Plaza
1313 North Market Street, Suite 5400
Wilmington, Delaware 19801
Telephone: (302) 295-0191
Facsimile: (302) 295-0199
E-mail: chipman@chipmanbrown.com
desgross@chipmanbrown.com
olivere@chipmanbrown.com
About Juno USA
Juno USA, LP also known as Juno Lab, L.P., was a ride-hailing,
mobile application-based transportation network company that
operated in New York, New York, where its headquarters are located.
Juno launched its mobile application and began offering its
services in early 2016. Prior to the Chapter 11 filing, Juno shut
down its US operations. The company's website is
https://gojuno.com
Juno and five debtor affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-12484) on Nov. 19, 2019. In the
petition signed by CRO Melissa S. Kibler, the Debtors were each
estimated to have $1 million to $10 million in assets, and $100
million to $500 million in liabilities.
The case has been assigned to Judge Mary F. Walrath.
The Debtprs tapped Chipman Brown Cicero & Cole, LLP as bankruptcy
counsel; Mackinac Partners, LLC as financial advisor; and Omni
Agent Solutions as notice, claims and balloting agent.
JUNO USA: Seeks to Hire Omni as Administrative Agent
----------------------------------------------------
Juno USA, LP, and its debtor-affiliates seek authority from the
U.S. Bankruptcy Court for the District of Delaware to employ Omni
Agent Solutions, Inc., as administrative agent to the Debtor.
Juno USA requires Omni to:
(a) assist with, among other things, solicitation, balloting,
and tabulation and calculation of votes, as well as
prepare any appropriate reports, as required in
furtherance of confirmation of plan of reorganization;
(b) generate an official ballot certification and testifying,
if necessary, in support of the ballot tabulation results;
(c) in connection with the Balloting Services, handle requests
for documents from parties in interest, including, if
applicable, brokerage firms and bank back-offices and
institutional holders;
(d) gather data in conjunction with the preparation, and
assist with the preparation, of the Debtors' schedules of
assets and liabilities and statements of financial
affairs;
(e) manage and coordinate any distributions pursuant to a
confirmed plan of reorganization or otherwise; and
(f) provide such other processing, solicitation, balloting,
and other administrative services.
Omni will be paid at these hourly rates:
Analyst $35 to $50
Consultants $65 to $140
Senior Consultants $145 to $165
Solicitation and Equity Services $185
Technology/Programming $85 to $135
Prior to the Petition Date, the Debtors provided to Omni a retainer
in the amount of $15,000, the balance of which is as of the
Petition Date $10,923.50.
Omni will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Paul H. Deutch, senior vice president of Omni Agent Solutions,
Inc., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtors and
their estates.
Paul H. Deutch can be reached at
Paul H. Deutch
OMNI AGENT SOLUTIONS, INC.
5955 Desoto Avenue, Suite 100,
Woodland Hills, CA.
Telephone: (818) 906-8300
Facsimile: (818) 783-2737
About Juno USA LP
Juno USA, LP also known as Juno Lab, L.P., was a ride-hailing,
mobile application-based transportation network company that
operated in New York, New York, where its headquarters are located.
Juno launched its mobile application and began offering its
services in early 2016. Prior to the Chapter 11 filing, Juno shut
down its US operations. The company's website is
https://gojuno.com
Juno and five debtor affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-12484) on Nov. 19, 2019. In the
petition signed by CRO Melissa S. Kibler, the Debtors were each
estimated to have $1 million to $10 million in assets, and $100
million to $500 million in liabilities.
The case has been assigned to Judge Mary F. Walrath.
The Debtors tapped Chipman Brown Cicero & Cole, LLP as bankruptcy
counsel; Mackinac Partners, LLC, as financial advisor; and Omni
Agent Solutions as notice, claims and balloting agent.
JUNO USA: Seeks to Hire Ordinary Course Professionals
-----------------------------------------------------
Juno USA, LP, seeks authority from the U.S. Bankruptcy Court for
the District of Delaware to employ ordinary course professionals.
Juno USA hires the following ordinary course professionals:
Name Services
Jackson Lewis P.C. Legal & Employment Matters
44 South Broadway
14th Floor
White Plains, New York 10601
Tuch & Cohen LLP Legal & Regulatory Matters
1025 Old Country Road
Suite 411
Westbury, NY 11590
Skadden, Arps, Slate, Legal & Patent Matters
Meagher & Flom LLP
Four Times Sqaure
New York, NY 10036-6522
Mazars Tax Consultant (Juno USA)
135 West 58th Street
New York, NY 10020
YB Consultants Tax Consultant (GT Forge/Juno
63 Hollybrook Road Oregon
Paramus, NJ 07652
To the best of the Debtors' knowledge the firms are a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.
About Juno USA, LP
Juno USA, LP also known as Juno Lab, L.P., was a ride-hailing,
mobile application-based transportation network company that
operated in New York, New York, where its headquarters are located.
Juno launched its mobile application and began offering its
services in early 2016. Prior to the Chapter 11 filing, Juno shut
down its US operations. The company's website is
https://gojuno.com
Juno and five debtor affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-12484) on Nov. 19, 2019. In the
petition signed by CRO Melissa S. Kibler, the Debtors were each
estimated to have $1 million to $10 million in assets, and $100
million to $500 million in liabilities.
The case has been assigned to Judge Mary F. Walrath.
The Debtors tapped Chipman Brown Cicero & Cole, LLP as
bankruptcycounsel; Mackinac Partners, LLC as financial advisor; and
Omni Agent Solutions as notice, claims and balloting agent.
KING OF GLORY TABERNACLE: Venue of Case Moved to Louisiana
----------------------------------------------------------
Judge Christopher M. Lopez of the U.S. Bankruptcy Court for the
Southern District of Texas approved a request by Debra Wilson to
transfer the venue of King of Glory Tabernacle's Chapter 11
proceedings to the U.S. Bankruptcy Court for the Western District
of Louisiana, Lafayette Division.
"The Court finds that it is appropriate to transfer the venue of
this case because neither the Debtor's principal place of business
nor its principal assets are in Texas," Judge Lopez said.
"Transfer of venue is also in the interest of justice and the
convenience of the parties."
Pending before the bankruptcy court is the Debtor's request to
employ Jessica L. Hoff, Esq. of Hoff Law Offices, P.C. as its
bankruptcy counsel. Judge Lopez did not rule on the employment
application.
The Debtor is seeking to hire the Firm to provide all necessary
legal services to the Debtor in this case.
The terms of the contract include attorney fees at $300.00 per
hour, secretarial work at $75.00 per hour, plus reimbursement of
out-of-pocket expenses.
The Firm attests it has no connections with the Debtor, creditors,
any parties in interest, the Bankruptcy Administrator, or the
Trustee, other than with the representation of the Debtor and upon
granting of this application, the estate, in this action.
The firm may be reached at:
Jessica L. Hoff, Esq.
Hoff Law Offices, P.C.
1322 Space Park Drive, Suite B-128
Houston, TX 77058
Tel: (303) 803-4438
Fax: (303) 648-4478
Email: jhoff@hofflawoffices.com
About King of Glory Tabernacle
King of Glory Tabernacle sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 19-35897) on Oct. 22,
2019. At the time of the filing, the Debtor disclosed assets of
between $100,001 and $500,000 and liabilities of the same range.
The Debtor tapped Jessica Lee Hoff, Esq., at Hoff Law Offices PC,
as its legal counsel.
The Office of the U.S. Trustee on Dec. 3 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of King of Glory Tabernacle.
Texas Bankruptcy Judge Christopher M. Lopez oversees the case. In
a Dec. 19 Order, Judge Lopez approved a request by Debra Wilson to
transfer the venue of the case to the U.S. Bankruptcy Court for the
Western District of Louisiana, Lafayette Division.
KJM CAPITAL: Court Approves Disclosure Statement
------------------------------------------------
Judge Cynthia C. Jackson has ordered that the Disclosure Statement
in support of KJM Capital Transportation Fund, LLC's Chapter 11
Plan is conditionally approved.
An evidentiary hearing to consider final approval of the Disclosure
Statement and confirmed of the Plan will be held on Feb. 13, 2020,
at 02:00 PM in Courtroom 6D, 6th Floor, George C. Young Courthouse,
400 West Washington Street, Orlando, FL 32801.
Any party desiring to object to the disclosure statement or to
confirmation must file its objection no later than seven days
before the date of the Confirmation Hearing.
The Debtor must file a ballot tabulation no later than four days
before the date of the Confirmation Hearing.
About KJM Capital
KJM Capital Transportation Fund, LLC, along with six debtor
affiliates which also operate in the general freight trucking
business, sought Chapter 11 protection (Bankr. M.D. Fla. Lead Case
No. 19-06302) in Orlando, Florida, on Sept. 27, 2019. In the
petition signed by Kenneth J. Meister, manager, KJM was estimated
to have assets at $10 million to $50 million and liabilities within
the same range. The case is assigned to Judge Cynthia C. Jackson.
Shuker & Dorris, P.A. is the Debtor's legal counsel.
LICK INDUSTRIES: Unsecureds' Recovery to Depend on Sale, Rockies
----------------------------------------------------------------
Lick Industries, LLC, filed a First Amended Combined Plan and
Disclosure Statement.
The Plan treats claims and interests as follows:
* In satisfaction of its allowed secured claim of $423,219.08,
Wells Fargo shall receive monthly payments in the amount of
$1,960.46, beginning 30 days following the Effective Date and
continuing until the property securing its lien is sold or Debtor
obtains sufficient financing to pay Wells Fargo's claim in full.
* DAC Retail, LLC, d/b/a Revolver Finance's claim in the amount
of $260,113.53 is secured by property located at 312 East
University Ave., Royal Oak, MI 48067, which has a fair market value
of $150,000. DAC's claim will be bifurcated. DAC will have an
allowed secured claim in the amount of $150,000.00, which shall
accrue interest at the prepetition contract rate, and an allowed
unsecured claim in the amount of $110,113.53. DAC will receive
monthly payments on account of its Class 5 secured claim in the
amount of $500, beginning 30 days following the Effective Date and
continuing until the property securing its lien is sold or Debtor
obtains sufficient financing to pay DAC's allowed secured claim in
full. DAC's unsecured claim shall be paid pursuant to Class 6.
* As to general unsecured claims in Class 6, the Debtor intends
to pay these claims on a pro rata basis to the extent funds become
available from (1) the sale of the properties, and (2) recovery of
Debtor's claim against Rockies Renovations, LLC. The total amount
of estimated claims in the class amounts to $312,232.94.
* Craig Lick, Jr. is the sole equity security holder of the
Debtor, and his continued personal services provided to the Debtor
are essential to its successful operation, both during this case
and following confirmation. Mr. Lick shall retain his equity
interest in the reorganized Debtor in the same manner, nature, and
extent as prior to the Petition Date.
A full-text copy of the First Amended Combined Plan and Disclosure
Statement dated December 11, 2019, is available at
https://tinyurl.com/s5qayrl from PacerMonitor.com at no charge.
Attorneys for Lick Industries:
Anthony J. Miller
OSIPOV BIGELMAN P.C.
20700 Civic Center Drive, Suite 420
Southfield, MI 48076
Tel: (248) 663-1804
Fax: (248) 663-1801
E-mail: am@osbig.com
About Lick Industries
Lick Industries, LLC, is a Michigan Limited Liability Company in
the business of purchasing residential real estate in need of
repairs, completing such repairs, and subsequently selling the
rehabilitated real estate for a profit.
Lick Industries filed a voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mich. Case No. 19-51017) on July 30,
2019, estimating under $1 million in both assets and liabilities.
Yuliy Osipov, Esq., at Osipov Bigelman, P.C., represents the
Debtor.
LONGHORN JUNCTION: Court Approves Disclosure Statement
------------------------------------------------------
Judge Tony M. Davis has ordered that the First Amended Joint
Disclosure Statement filed by Longhorn Junction Land And Cattle
Company, LLC and SC Williams, LLC, is approved.
Jan. 13, 2020, at 1:30 p.m. (CT), at the U.S. Bankruptcy Court,
Courtroom #1, 3rd Floor, 903 San Jacinto Blvd., Austin, Texas, is
fixed as the time and place of the hearing on confirmation of the
First Amended Joint Plan and any objections thereto.
Jan. 3, 2020, is also fixed, pursuant to Rule 3020(b)(1), as the
last day for filing and serving written objections to confirmation
of the First Amended Joint Plan.
Jan. 3, 2020, at 5:00 p.m. (CT) is fixed as the last day for
submitting ballots for acceptance or rejection of the First Amended
Joint Plan.
Attorney for the Debtors:
Ron Satija
HAJJAR PETERS LLP
3144 Bee Caves Rd
Austin, Texas 78746
512.637.4956
rsatija@legalstrategy.com
About Longhorn Junction and SC Williams
S.C. Williams, LLC, owns approximately 4.2 acres of land at 5331
Williams Drive at the entrance to the Sun City senior living
development in the City of Georgetown, Williamson County, Texas.
Longhorn Junction Land and Cattle Company, LLC owns approximately
229.16 acres on the southeast intersection of SE Inner Loop an
Interstate 35 (with additional acreage along Blue Springs Blvd and
FM 1460) in City of Georgetown Williamson County, Texas. The
properties are non-income producing properties and so SC Williams
and Longhorn's income is generated from sales of parcels of their
properties. The managing member of both entities is Gregory Hall.
Longhorn Junction and SC Williams sought protection under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Tex. Lead Case No. 19-10883)
on July 2, 2019. At the time of the filing, Longhorn Junction was
estimated to have assets of between $10 million and $50 million and
liabilities of the same range. SC Williams was estimated to have
assets of between $10 million and $50 million and liabilities of
between $1 million and $10 million. The cases are assigned to
Judge Tony M. Davis. The Debtors are represented by Hajjar Peters,
LLP.
LYONS CHEVROLET: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Lyons Chevrolet Buick GMC Inc.
861 N. Ellington Parkway
Lewisburg, TN 37091-2278
Business Description: Lyons Chevrolet Buick GMC, Inc., is a
privately held Tennessee corporation which
owns and operates an automotive dealership
in Marshall County, Tennessee, selling new
Chevrolet, Buick and GMC vehicles and a
variety of pre-owned vehicles. The company
also provides automotive repair service as a
component of its dealership operation.
Chapter 11 Petition Date: September 26, 2019
Court: United States Bankruptcy Court
Middle District of Tennessee
Case No.: 19-06264
Judge: Hon. Randal S. Mashburn
Debtor's Counsel: Steven L. Lefkovitz, Esq.
LEFKOVITZ & LEFKOVITZ
618 Church Street, Suite 410
Nashville, TN 37219
Tel: 615-686-2279
E-mail: slefkovitz@lefkovitz.com
Total Assets: $17,858,111
Total Liabilities: $22,795,545
The petition was signed by Richard K. Lyons, president.
A copy of the petition is available at PacerMonitor.com for free
at:
https://is.gd/64CYHD
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. American Express Credit Card $858,550
PO Box 650448 Purchases
Dallas, TX 07446
2. Auto Accessories Trade Debt $6,400
222 Gregson Drive
Cary, NC 27511
3. Beaman Automotive Group Trade Debt $7,202
1525 Broadway
Nashville, TN 37203
4. Carfax, Inc. Trade Debt $3,247
16630 Collection
Center Drive
Chicago, IL 60673
5. Christopher and Civil Claim $0
Elizabeth Adair
5004 Pelican Court
Spring Hill, TN
37174-8612
6. Christopher P. Hope Guaranty $1,000,000
5611 Saddlewood Lane
Brentwood, TN 37027
7. Cintas Corporation Trade Debt $8,621
15201 AL HY 20
Madison, AL 35756
8. Cronic Chevrolet Trade Debt $73,268
Buick GMC, Inc.
2676 N. Expressway
Griffin, GA 30223
9. Dealertrack, Inc. Trade Debt $8,059
3400 New Hyde Park Road
North Hills, NY 11042
10. Dream Suites, Inc. License $195,000
One Titans Way Agreement for
Nashville, TN 37213 NFL Suite
11. GM Financial Personal Unknown
220 E. Las Colinas Blvd. Property
Suite 500
Irving, TX 75039
12. GM Service & Parts Trade Debt $3,823
Operations
93112 Network Place
Chicago, IL 60673
13. Ken Smith Auto Parts Trade Debt $6,000
3710 Vulcan Drive
Nashville, TN 37211
14. Kimro Oil Company Trade Debt $17,271
2200 Clifton Avenue
Nashville, TN 37202
15. Lewisburg Electric System Utilities $2,700
599 W. Ellington Parkway
Lewisburg, TN 37091
16. Lyons Ford Trade Debt $547,938
1304 N. Ellington Parkway
Lewisburg, TN 37091
17. Parks Motor Sales, Inc. Trade Debt $14,193
919 Nashville Highway
Columbia, TN 38401
18. Rosenfeld & Co. PLLC Accounting $9,890
301 E. Pine Street Services
Suite 975
Orlando, FL 32801
19. US Bank Credit Card $50,000
PO Box 6353 Purchases
St. Louis, MO 63179
20. Wells Fargo Credit Card $53,900
PO Box 51174 Purchases
Los Angeles, CA 90051
MAGNUM CONSTRUCTION: StrongCore, Travelers Have $5M for Plan
------------------------------------------------------------
Magnum Construction Management, LLC, f/k/a Munilla Construction
Management, LLC filed a Third Amended Plan of Reorganization.
The Plan will be implemented through receipt of:
(a) the Capital Contribution to be provided by new equity holder
StrongCore Group, LLC and Travelers Casualty and Surety Company of
America;
(b) the proceeds of the Travelers Bonded Contracts and BHSI
Bonded Contracts subject to the Travelers DIP Documents and BHSI
DIP Documents, respectively;
(c) the revenues generated by the Reorganized Debtor and/or the
proceeds generated by the sale of collateral, which the Reorganized
Debtor shall use to make the Distributions to Classes 4, 5A and 5B;
(d) the Class 6 Fund, which the Plan Administrator shall use to
make Distributions to Class 6;
(e) the Applicable Policy Limit and the Second Settlement
Agreement Proceeds, which the Trustee shall use to make
Distributions to Class 7 pursuant to the Trust Agreement and the
Trust Distribution Plan;
(f) the FIU Fund, which the holder of the FIU Claim shall
receive on the Effective Date or as soon thereafter as is
practicable; and
(g) the Other Damage Claim Fund, if any, which the Reorganized
Debtor shall use to make Distributions to Class 8.
New Equity Holder (StrongCore Group) and Travelers have offered
consideration in the amount of $5 million for the purchase of 100%
of the equity of the Reorganized Debtor, upon the terms and
conditions set forth in the Equity Conversion Term Sheet. The
equity in the Reorganized Debtor shall be issued on the Effective
Date of the Plan. Creditors and parties in interest will have an
opportunity to offer a topping bid to acquire 100% of the equity in
the Reorganized Debtor
The Plan treats claims and interests as follows:
* Class 2A Travelers' Secured Claim. IMPAIRED. The holder of
the Class 2A Claim shall, in addition to all rights granted and
preserved hereunder, receive all rights and benefits set forth in
the Equity Conversion Term Sheet.
* Class 2B Travelers' Prepetition Secured Claims. IMPAIRED. The
holder of the Class 2A Claim will, in addition to all rights
granted and preserved hereunder, receive all rights and benefits
set forth in the Equity Conversion Term Sheet.
* Class 3A BHSI Secured Claim. IMPAIRED. All obligations of the
Debtor under the BHSI DIP Documents and the BHSI DIP Loan Order
shall be treated in accordance with the Equity Conversion Term
Sheet.
* Class 3B BHSI Pre-Petition Secured Claim. IMPAIRED. The Class
3B Claim shall be treated in accordance with the Equity Conversion
Term Sheet.
* Class 4 Miscellaneous Secured Claims. IMPAIRED. Each holder
of an Allowed Miscellaneous Secured Claim shall receive (i) the
full unpaid amount of such Allowed Miscellaneous Secured Claim, in
Cash, (ii) deferred cash payments with a value, as of the Effective
Date of the Plan, equal to the Allowed amount of such claim, or
(iii) the property securing such Allowed Miscellaneous Secured
Claim in full satisfaction.
* Class 5A Secured Claim on account of the Bank of America Line
of Credit Loan. IMPAIRED. The holder of the Allowed Class 5A
Secured Claim shall receive all Net Proceeds of the sale of the
collateral securing the Allowed Class 5A Claim until such time as
(A) the Allowed Class 5A Claim is paid in full, in cash, inclusive
of interest, costs and attorneys’ fees, or (B) all of the
collateral securing the Allowed Class 5A Claim has been monetized.
* Class 5B Secured Claim on account of the Bank of America
Equipment Loan. IMPAIRED. The holder of the Allowed Class 5B
Secured Claim shall receive all Net Proceeds of the collateral
securing the Allowed Class 5B Claim until such time as (A) the
Allowed Class 5B Claim is paid in full, in cash, inclusive of
interest, costs and attorneys’ fees, or (B) all of the collateral
securing the Allowed Class 5B Claim has been monetized.
* Class 6 General Unsecured Claims. IMPAIRED. Each holder of an
Allowed General Unsecured Claim shall receive its Pro Rata share of
the Class 6 Fund. The foregoing distributions shall be made on the
later of (i) the Effective Date or as soon as practicable
thereafter, (ii) the date such General Unsecured Claim becomes
Allowed or as soon as practicable thereafter and (iii) the date
such Allowed General Unsecured Claim is payable under applicable
non bankruptcy law. "Class 6 Fund" means (a) Plan Cash; (b) Net
Proceeds of Available Avoidance Actions; (c) proceeds of the D&O
Claims; (d) the Munilla Class 6 Contribution; and (e) the Irma
Claim Carve-Out.
* Class 7 Bridge Collapse Bodily Injury Claims. IMPAIRED. Each
holder of a Bridge Collapse Bodily Injury Claim shall receive, in
full satisfaction, settlement, release and discharge of and in
exchange for its claim against the Debtor or any of the Released
Parties, a distribution of the Trust Assets by the Trustee, in
accordance with this Plan, the Trust Agreement and the Trust
Distribution Plan.
* Class 8 Bridge Collapse Other Damage Claims. IMPAIRED. Each
holder of an Allowed Class 8 Claim shall receive its Pro Rata share
of the Other Damage Claim Fund.
* Class 9 Non-Bridge Collapse Claims. IMPAIRED. Each holder of
a Non-Bridge Collapse Claim shall be permitted to pursue its claim
against the Debtor as a nominal party, to liquidate its claim
against the Debtor, and to seek to satisfy any judgment or other
resolution it may obtain solely from the proceeds of applicable
insurance coverage.
* Class 10 Other Insured Damage Claims. IMPAIRED. Each holder
of an Other Insured Damage Claim shall be permitted to pursue its
claim against the Debtor as a nominal party, to liquidate its claim
against the Debtor, and to seek to satisfy any judgment or other
resolution it may obtain solely from the proceeds of applicable
insurance coverage.
* Class 11 FIU Claim. IMPAIRED. The holder of the FIU Claim
shall receive the FIU Fund in full satisfaction, release and
discharge of the FIU Claim and any other claim, demand, action or
cause of action relating to the Project, the Bridge Collapse, the
Pedestrian Bridge or the Barred Claims.
* Class 12 Subordinated Claims. IMPAIRED. Each holder of a
Subordinated Claim shall receive its Pro Rata share of the net
proceeds of Available Avoidance Actions.
* Class 13 Equity Interests. IMPAIRED. The holders of Equity
Interest shall not receive nor retain any property under the Plan.
A full-text copy of the Third Amended Chapter 11 Plan of
Reorganization dated Dec. 11, 2019, is available at
https://tinyurl.com/t6vt2wl from PacerMonitor.com at no charge.
Attorneys for the Debtor:
Jordi Guso
Paul A. Avron
BERGER SINGERMAN, LLP
1450 Brickell Avenue, Suite 1900
Miami, Florida 33131
Tel: (305) 755-9500
Fax: (305)714-4340
E-mail: JGuso@bergersingerman.com
pavron@bergersingerman.com
About Magnum Construction Management
Magnum Construction Management, LLC -- https://www.mcm-us.com/ --
formerly known as Munilla Construction Management, LLC, is a
construction company specializing in heavy civil construction in
the areas of transportation, airport infrastructure, roads,
bridges, government buildings and schools. It is headquartered in
South Miami, Florida, but also has offices in (i) Broward County,
Florida, and (ii) Irving, Texas. As of the Petition Date, MCM
employs a total of 292 people.
Magnum Construction Management filed a voluntary petition under
Chapter 11 of the U.S. Bankruptcy Code (Bankr S.D. Fla. Case No.
19-12821) on March 1, 2019. In the petition signed by CFO Gilberto
Ruizcalderon, the Debtor estimated $50 million to $100 million in
assets and $10 million to $50 million in liabilities. The Debtor
is represented by Paul A. Avron, Esq., at Berger Singerman LLP.
The U.S. Trustee for Region 21 on March 14, 2019, appointed three
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case. The Committee retained Wargo & French,
LLP, as its legal counsel.
MARRONE BIO: Ardsley Advisory Has 11.5% Stake as of Dec. 19
-----------------------------------------------------------
In a Schedule 13D/A filed with the Securities and Exchange
Commission, these and individuals entities reported beneficial
ownership of shares of common stock of Marrone Bio Innovations,
Inc. as of Dec. 19, 2019:
Shares Percent
Beneficially of
Reporting Person Owned Class
---------------- ------------ -------
Ardsley Advisory Partners LP 15,658,080 11.51%
Ardsley Advisory Partners GP LLC 15,658,080 11.51%
Philip J. Hempleman 15,658,080 11.51%
Ardsley Partners I GP LLC 15,658,080 11.51%
Ardsley Partners Fund II, L.P. 595,300 0.45%
Ardsley Partners Advanced
Healthcare Fund, L.P. 1,189,700 0.89%
Ardsley Partners Renewable
Energy Fund, L.P. 13,821,580 10.13%
Ardsley Duckdive Fund, L.P. 50,000 0.04%
Ardsley Ridgecrest Partners Fund, LP 1,500 0.001%
Phillip Hempleman by virtue of his status as managing member of the
Advisor, the Advisor General Partner, and the General Partner, may
be deemed to share with the Advisor, the Advisor General Partner,
and the General Partner the power to vote or direct the vote and to
dispose or to direct to dispose the disposition of shares of Common
Stock of which other Reporting Persons are the direct beneficial
owner.
On Dec. 19, 2019, following receipt of notice from the Issuer that
the Issuer was exercising its rights pursuant to the previously
disclosed Warrant Agreement to require the Renewable Energy Fund to
exercise warrants in exchange for shares of Common Stock of the
Issuer and New Warrants, the Renewable Energy Fund exercised
874,326 warrants into 874,326 shares of Common Stock and received
874,326 of New Warrants.
Such New Warrants will be first exercisable 180 days after
issuance, will have a term expiring on Jan. 1, 2023 and will have
an exercise price of $1.75 per share. As the New Warrants are not
currently exercisable within 60 days, the Reporting Persons do not
presently beneficially own the shares of Common Stock underlying
such New Warrants for purposes of Section 13(d) of the Securities
Exchange Act of 1934, as amended.
A full-text copy of the regulatory filing is available for free at
the SEC's website at:
https://is.gd/FPXQUA
About Marrone Bio Innovations
Based in Davis, California, Marrone Bio Innovations, Inc. --
http://www.marronebio.com/-- discovers, develops and sells
innovative biological products for crop protection, plant health
and waterway systems treatment. MBI has screened over 18,000
microorganisms and 350 plant extracts, leveraging its in-depth
knowledge of plant and soil microbiomes enhanced by advanced
molecular technologies to rapidly develop seven effective and
environmentally responsible pest management products to help
customers operate more sustainably while uniquely improving plant
health and increasing crop yields. Supported by a robust portfolio
of over 400 issued and pending patents around its natural product
chemistry, MBI's currently available commercial products are
Regalia, Grandevo, Venerate, Majestene, Haven Stargus and
Amplitude, Zelto and Zequanox.
Marrone Bio inccured a net loss of $20.21 million for the year
ended Dec. 31, 2018, compared to a net loss of $30.92 million for
the year ended Dec. 31, 2017. As of Sept. 30, 2019, the Company
had $78.32 million in total assets, $53.76 million in total
liabilities, and $24.56 million in total stockholders' equity.
Marcum LLP, in San Francisco, CA, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated March
28, 2019, on the Company's consolidated financial statements for
the year ended Dec. 31, 2018, citing that the Company has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
MENDENHALL AUTO: Bankruptcy Administrator to Form Committee
-----------------------------------------------------------
William Miller, U.S. bankruptcy administrator, on Dec. 31, 2019,
filed with the U.S. Bankruptcy Court for the Middle District of
North Carolina a notice of opportunity to serve on the official
committee of unsecured creditors in Mendenhall Auto Auction, Inc.'s
Chapter 11 case.
Unsecured creditors willing to serve on the committee are required
to file a response within 10 days from Dec. 31.
An organizational meeting will be scheduled after the committee is
appointed, according to the filing.
Mr. Miller can be reached through:
Susan O. Gattis
Bankruptcy Analyst
101 S. Edgeworth Street
Greensboro, NC 27401
Fax: 336-291-9913
E-mail: susan_gattis@ncmba.uscourts.gov
About Mendenhall Auto Auction
Mendenhall Auto Auction, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 19-11405) on Dec.
30, 2019. At the time of the filing, the Debtor had estimated
assets of between $1,000,001 and $10 million and liabilities of
between $100,001 and $500,000. Judge Benjamin A. Kahn oversees the
case. The Debtor tapped Dirk W. Siegmund, Esq., at the Law Firm of
Ivey, McClellan, Gatton & Siegmund, LLP, as its legal counsel.
MID-CITIES HOME: Unsecureds to Get Up to 138% in 15 Years
---------------------------------------------------------
Mid-Cities Home Medical Equipment Co., Inc., filed a Chapter 11
Plan and a Disclosure Statement.
The Debtor is projecting distributions under the Plan of between
120% and 138% over approximately 9 to 15 years to the holders of an
Allowed Class 2 Previously Secured Claims, and between
approximately 120% and 138% over approximately 9 to 15 years to
each holder of an Allowed Class 3 General Unsecured Claim.
In the Debtor's Chapter 11 Case, the Plan proposes a restructuring
of the Debtor. Under the Plan, the business of the Debtor will
continue after the Effective Date through the Reorganized Debtor,
which will be managed by a Chief Restructuring Officer. The Debtor
proposes that its current CRO, William L. Roberts of CR3 Partners,
LLC, will serve as the CRO of the Reorganized Debtor.
Because the Debtor had already begun winding down its primary
business operations prior to the Petition Date and completely
discontinued its limited remaining commercial activities on or
before May 31, 2019, the Debtor's post-confirmation business
activities will involve holding the Debtor's 49% interest in
Mid-Cities Home Medical Delivery Services, LLC ("Delivery") and
making payments pursuant to the Plan. To provide a source for such
payments, the Plan incorporates a settlement with Delivery and its
51% owner and managing member, Tracy Reep ("Reep"), described in
section 6.02 of the Plan (the "Delivery Settlement"). Among other
things, the Delivery Settlement:
(i) resolves all outstanding claims between the Debtor,
Delivery and Reep,
(ii) provides that Delivery will make minimum quarterly tax
distributions to its members, including the Debtor, provided it has
sufficient available cash reserves, and
(iii) provides a structure permitting visibility by the
Reorganized Debtor into Delivery's business operations.
The Debtor has sizeable net operating loss carryovers ("NOLs") of
$2.6 million which can be used to offset the distributions from
Delivery to the Debtor and allow the Debtor to make distributions
to creditors in this case. However, for the Reorganized Debtor to
retain the benefit of its substantial NOLs, there cannot be
anownership change of the Debtorunder the Internal Revenue Code.
As a result, to ensure there is no ownership change, the Plan also
includes a settlement (the "Bays Settlement") with the Debtor's
former principal and current 98.33% equity interest owner, Scott
Bays ("Bays"). The Bays Settlement provides for the resolution of
all claims between the Debtor and Bays in exchange for which Bays
agrees to the entry of the portion of the Plan Injunction set forth
in section 14.03 of the Plan which enjoins the sale, conveyance,
pledge, assignment, or other transfer, whether voluntary,
involuntary, direct,indirect,or by operation of law of more than
50% of Bays' Interests in the Debtor, the taking of a worthless
stock deduction by Bays, the conversion of the Debtor to an S
Corporation, the termination of the Debtor's corporate existence,
or any other action that would result in an ownership change of the
Debtor under the Internal Revenue Code. All of the Debtor's
Assets, including its Membership Interest in Delivery, NOLs, all
Cash, Estate Accounts Receivable,Estate Insurance, Estate Claims,
and Estate Defenses, shall be transferred to and vested in the
Reorganized Debtor. The Reorganized Debtor will have certain
obligations to make Distributions on account of specified Allowed
Claims under the Plan.
A full-text copy of the Disclosure Statement dated Dec. 11, 2019,
is available at https://tinyurl.com/wcwb9ly from PacerMonitor.com
at no charge.
Counsel for the Debtor:
Jeff P. Prostok
J. Robert Forshey
Suzanne K. Rosen
FORSHEY & PROSTOK LLP
777 Main St., Suite 1290
Ft. Worth, TX 76102
Telephone: (817) 877-8855
Facsimile: (817) 877-4151
E-mail: jprostok@forsheyprostok.com
bforshey@forsheyprostok.com
srosen@forsheyprostok.com
About Mid-Cities Home Medical Equipment
Based in Grand Prairie, Texas, Mid-Cities Home Medical Equipment
Co., Inc., d/b/a Homepoint Dme, a retailer of medical supplies and
equipment, filed a voluntary Chapter 11 petition (Bankr. N.D. Tex.
Case No. 19-41232) on March 27, 2019. In the petition signed by
Scott Bays, president, the Debtor was estimated to have $500,000 to
$1 million in assets and $1 million to $10 million in liabilities.
The Debtor tapped Forshey & Prostok, LLP as its legal counsel. It
also hired CR3 Partners, LLC and designated William Roberts, a
member of the firm, as its chief restructuring officer.
MIDWAY OILFIELD: Creditors to Get Payouts From Liquidation
----------------------------------------------------------
Midway Oilfield Constructors, Inc., seeks to confirm its Plan,
which seeks to liquidate its assets which have not already been
sold or reduced to cash and distribute the proceeds as provided in
the Plan.
Midway believes that the Plan will provide the highest and best
recovery for Midway's estate and creditors.
According to the Amended Disclosure Statement, the terms of
Midway's Plan are based upon, among other things, Midway's
assessment of its the value of its assets and ultimate recovery of
such value at auction.
Midway is proposing to transfer all assets, including certain
claims and causes of action described herein, to a liquidating
trust and propose to appoint Drew McManigle of MACCO Restructuring
Group, LLC, as the liquidating trustee. The Liquidating Trustee
will have authority to manage Midway's business affairs and
property, liquidate all remaining assets of Midway, and the power
to investigate, evaluate and pursue any claims and causes of action
retained by in the Plan. The Liquidating Trustee will also
distribute to the Holders of Claims and Interests proceeds and
recoveries obtained during his administration of the Liquidating
Trust, a grantor trust, as described herein, and in the Liquidating
Trust Agreement and Plan.
Unsecured claims are impaired under the Plan. After payment in
full of all Allowed Class 1 Administrative Claims of Triumph, Class
2 Administrative Claims of Professionals, Class 3 Administrative
Claims, Class 6 Priority Wage Claims, Class 7 Priority Claim of
United Healthcare, and Class 8 Priority Tax Claims Claims, holders
of Unsecured Claims in Class 9 will receive a pro rata share of
remaining Net Trust Distributable Assets until all Class 9 Claims
are paid in full. As of the Petition Date, Midway's scheduled
uncontested general unsecured liabilities of trade creditors
totaled approximately $10.5 million.
A full-text copy of the Amended Disclosure Statement dated Dec. 11,
2019, is available at https://tinyurl.com/rz3ba89 from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Melissa A. Haselden
Deirdre Carey Brown
Vianey Garza
HOOVER SLOVACEK, LLP
5051 Westheimer, Suite 1200
Galleria Tower II
Houston, Texas 77056
Telephone: (713) 977-8686
Facsimile: (713) 977-5395
E-mail: haselden@hooverslovacek.com
brown@hooverslovacek.com
garza@hooverslovacek.com
About Midway Oilfield Constructors
Midway Oilfield Constructors, Inc., provides construction services
to the upstream, midstream, and downstream sectors of the oil and
gas industry. Based out of Midway, Texas, Midway provides services
across the State of Texas and Oklahoma.
On Aug. 15, 2018, Midway Oilfield Constructors filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (S.D.
Tex. Case No. 18-34567). The Debtor estimated $1 million to $10
million in assets and $10 million to $50 million in liabilities as
of the bankruptcy filing. Judge Marvin Isgur is the case judge.
The Debtor tapped Hoover Slovacek LLP as its legal counsel.
Hrdlicka White Williams & Aughtry, is the special tax counsel.
The Office of the U.S. Trustee on Nov. 14, 2018, appointed three
creditors to serve on an official committee of unsecured creditors
in the Chapter 11 case. The committee members are: (1) Buffalo Gap
Instrumentation & Electric Co. Inc.; (2) Sun Coast Resources, Inc.;
and (3) Baldwin Redi-Mix Co., Inc. Lugenbuhl Wheaton Peck Rankin
& Hubbard, is counsel to the Committee.
NEMASKA LITHIUM: Obtains Creditor Protection Under CCAA
-------------------------------------------------------
Nemaska Lithium Inc. on Dec. 23, 2019, disclosed that it has
obtained from the Superior Court of Quebec protection from
creditors under the Companies' Creditors Arrangement Act ("CCAA"),
to enable the Corporation to finalize its financing efforts in
order to complete the construction and begin the operation of the
Whabouchi project, following the previously announced cost
reassessment.
After careful consideration of all available alternatives following
thorough consultation with its legal and financial advisors, the
Board of Directors of the Corporation determined, on the
recommendation of its special committee, that it was in the best
interests of the Corporation and all of its stakeholders to file
for an application for creditor protection under the CCAA. The
Corporation has been otherwise unable to restructure its affairs in
an adequate manner as a result of a combination of previously
announced higher than anticipated construction costs, the current
state of the capital markets, and the inability of the Corporation
to identify a suitable solution from its previously announced
strategic review process.
The initial Court order provides a stay of creditor claims and the
exercise of contractual rights with a view to provide the necessary
protection to continue the Corporation's ongoing strategic review
process under the oversight of the special committee and the Board
of Directors and with the advice of the Corporation's professional
advisors. In this regard, the Corporation anticipates that it may
seek the approval of the Court to initiate a formal investor
solicitation process to secure additional financing, sell assets,
enter into a joint-venture, or a combination thereof, at a
subsequent hearing before the Court. This process is intended to
generate interest in either the business or the assets of the
Corporation, or in a recapitalization of the Corporation, with the
goal of maximizing return in respect of the Corporation's assets
and creating the foundation of a plan of compromise or arrangement
for all stakeholders of the Corporation.
The initial Court order provides that the Corporation's management
remains responsible for the day-to-day operations of the
Corporation and that the Board of Directors remains intact. The
Corporation is committed to completing the restructuring process
quickly and efficiently.
The Court has appointed PricewaterhouseCoopers Inc. to serve as the
Monitor in the CCAA proceedings to oversee the operations of the
Corporation and report to the Court during the restructuring.
The Corporation will provide a further update on these matters when
more information is available.
Trading in the common shares of the Corporation on the Toronto
Stock Exchange ("TSX") has been halted and it is anticipated that
the trading thereof will continue to be halted until a review is
undertaken by the TSX regarding the suitability of the Corporation
for listing on the TSX. Should the common shares be delisted
following such review by the TSX, the Corporation may apply for
relisting of the common shares on the TSX upon exiting the CCAA
process, as the case may be.
Further news releases will be provided on an ongoing basis
throughout the CCAA process as required by law or otherwise as may
be determined necessary by the Corporation or the Court.
About Nemaska Lithium
Nemaska Lithium (TSX: NMX) (OTCQX: NMKEF) (Frankfurt: N0T) is a
developing chemical company listed on the TSX under the stock
symbol NMX and on the OTCXQ under the symbol NMKEF. The
Corporation's activities will be vertically integrated, from
spodumene mining to the commercialization of high-purity lithium
hydroxide. These lithium salts are mainly destined for the
fast-growing lithium-ion battery market, which is driven by the
increasing demand for electric vehicles and energy storage
worldwide. With its products and processes, Nemaska Lithium
intends to facilitate access to green energy, for the benefit of
humanity.
The Corporation will be operating the Whabouchi mine located in the
Eeyou Istchee / James Bay Region of Quebec, Canada, near the Cree
community of Nemaska, one of the richest lithium spodumene deposits
in the world, both in volume and grade. Nemaska Lithium spodumene
deposit should have an initial lithium mine life of 33 years. The
spodumene concentrate produced at the Whabouchi mine will be
processed at the Shawinigan plant using a unique membrane
electrolysis process for which the Corporation holds several
patents.
NEUBASE THERAPEUTICS: Delays Form 10-K for Year Ended Sept. 30
--------------------------------------------------------------
NeuBase Therapeutics, Inc. filed a Form 12b-25 with the Securities
and Exchange Commission notifying that it will delayed in filing
its Annual Report on Form 10-K for the year ended Sept. 30, 2019.
NeuBase was unable, without unreasonable effort or expense, to file
its Annual Report on Form 10-K within the prescribed time period
because it requires additional time to complete its financial
statements. Accordingly, the Company's independent registered
accounting firm, CohnReznick LLP, has not yet completed its audit
of the Company's financial statements. The Company anticipates
that it will file its Form 10-K as soon as possible and within the
fifteen-day grace period provided by Rule 12b-25 of the Securities
Exchange Act of 1934, as amended.
About NeuBase Therapeutics
Headquartered in New York, NeuBase Therapeutics, Inc., formerly
known as Ohr Pharmaceutical, Inc., is a pharmaceutical company
which has been focused on the development of novel therapeutics and
delivery technologies for the treatment of ocular disease. The
proprietary NeuBase peptide-nucleic acid (PNA) antisense
oligonucleotide (PATrOL) platform allows for the rapid development
of targeted drugs, increasing the treatment opportunities for the
hundreds of millions of people affected by rare genetic diseases,
including those that can only be treated through accessing of
genomic loci or secondary and tertiary RNA structures. Using
PATrOL technology, NeuBase aims to first tackle rare, genetic
neurological disorders.
OHR Pharmaceutical reported a net loss of $13.24 million for the
year ended Sept. 30, 2018, following a net loss of $23.81 million
for the year ended Sept. 30, 2017. As of June 30, 2019, the
Company had $8.69 million in total assets, $751,701 in total
liabilities, and $7.94 million in total stockholders' equity.
MaloneBailey, LLP, in Houston, Texas, the Company's auditor since
2012, issued a "going concern" qualification in its report dated
Jan. 3, 2019, citing that the Company has suffered recurring losses
from operations and does not have sufficient resources to support
their operations for the next twelve months. These factors raise
substantial doubt about its ability to continue as a going concern.
NEW CAFE: Wants Until Aug. 11 to File Plan & Disclosures
--------------------------------------------------------
A hearing on the annexed motion of Debtor New Cafe Minutka, Inc.,
d/b/a Home Made Cooking Cafe to extend the time period to file a
plan of reorganization and disclosure statement will be held before
the Honorable Nancy Hershey Lord, United States Bankruptcy Judge in
the United States Bankruptcy Court, Eastern District of New York,
Brooklyn, 271-C Cadman Plaza East, Courtroom 3577, Brooklyn, New
York, 11201 on January 14, 2020, at 3:00 p.m.
The Debtor requests for an extension of the time period to file a
plan of reorganization and disclosure statement through and
including Aug. 11, 2020.
The Debtor is in the process of discussing and reaching terms of
settlement to address the full claims of the creditors. The Debtor
is currently in settlement negotiations to arrive at a mutually
agreeable method of treatment of the creditors' claims.
According to the Debtor's counsel, ample cause exists to grant the
Debtor an extension:
(1) the Debtor needs more time to reach mutually agreeable terms
of settlement with creditors in order to fully resolve the filed
claims
(2) there is no prejudice to the creditors as allowing the
Debtor to finalize mutual terms of the treatment of the creditors'
claims will be in the best interest of all creditors; and
(3) the Debtor has been paying postpetition obligations as they
become due.
The Debtor is represented by:
Alla Kachan, Esq.
Law Offices of Alla Kacha, P.C.
3099 Coney Island Avenue, 3rd Floor
Brooklyn, NY 11235
About New Cafe Minutka
New Cafe Minutka, Inc., is a New York corporation with business
address 505-506 Brighton Beach Avenue, Brooklyn, NY 141235. The
stock is 100% owned by Olga Petinckaya.
New Cafe Minutka sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 19-42357) on April 19,
2019. At the time of the filing, the Debtor was estimated to have
assets of less than $100,000 and liabilities of less than $50,000.
The case is assigned to Judge Nancy Hershey Lord. The Law Offices
of Alla Kachan, P.C., is the Debtor's legal counsel.
NEW YORK GRANITE: Employs Genova & Malin as Attorneys
-----------------------------------------------------
New York Granite Corporation seeks permission from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Genova & Malin as attorneys for the Debtor.
The professional services Genova & Malin will render are:
a) Give the Debtor legal advice with respect to its powers
and duties in its financial situation and management of the
property of the Debtor;
b) Take necessary action to void liens against the Debtor's
property;
c) Prepare and/or amend, on behalf of the Debtor, necessary
petitions, schedules, orders, pleadings and other legal papers; and
d) Perform all other legal services for the Debtor which may
be necessary herein.
The Debtor desires to employ Genova & Malin under a general
retainer. Compensation terms weren't disclosed in the Debtor's
request.
To the best of the Debtor's knowledge, Genova & Malin does not hold
or represent any interest adverse to the Bankruptcy Estate and is a
disinterested person, does not and will not, while employed by the
Debtor, represent in connection with this case the creditors, or
any other party in interest, or its respective attorneys and
accountants. The firm attests it has no relationship with the
office of the U.S. Trustee except that Thomas Genova, retired from
the firm, was a member of Chapter 7 Trustee panel for the Southern
District of New York. The firm is a disinterested person within the
meaning of 11 U.S.C. Section 101(14).
The firm may be reached at:
Andrea B. Malin, Esq.
Michelle L. Trier, Esq.
GENOVA & MALIN
Hampton Business Center
1136 Route 9
Wappingers Falls, NY 12590
Tel: (845) 298-1600
About New York Granite Corp.
New York Granite Corporation owns and operates a cabinet and
countertop store for kitchen or bath.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
N.Y. Case No. 19-36941) on December 5, 2019. The Hon. Cecelia G.
Morris oversees the case.
In its petition, the Debtor estimated under $50,000 in assets and
$1 million to $10 million in liabilities. The petition was signed
by Wieslaw Piasecki, president.
The Debtor is represented by Andrea B. Malin, Esq. and Michelle L.
Trier, Esq., at Genova & Malin.
NORVIEW BUILDERS: To Seek Plan Confirmation Jan. 14
---------------------------------------------------
Judge Jacqueline Cox has ordered that the disclosure statement in
support of Norview Builders Inc.'s Chapter 11 plan is conditionally
approved.
The Court will conduct a combined hearing to consider approval of
the disclosure statement and confirmation of the plan on Jan. 14,
2020, at 10:30 a.m.
The deadline for filing objections to approval of the disclosure
statement or confirmation of the plan is Jan. 10, 2020.
The deadline for submitting ballots on the plan is Jan. 10, 2020.
The deadline for the Debtor to file a balloting report is Jan. 14,
2020.
Attorney for the Debtor:
William J. Factor
Jeffrey K. Paulsen
FACTORLAW
105 W. Madison street, Suite 1500
Chicago, IL 60602
Tel: (847) 239-7248
Fax: (847) 574-8233
E-mail: wfactor@wfactorlaw.com
jpaulsen@wfactorlaw.com
About Norview Builders
Norview Builders, Inc., based in Oak Lawn, Ill., filed a Chapter 11
petition (Bankr. N.D. Ill. Case No. 18-01825) on Jan. 22, 2018. In
the petition signed by Brenda P. O'Sullivan, president, the Debtor
was estimated to have $1 million to $10 million in assets and
$500,000 to $1 million in liabilities. The Hon. Jacqueline P. Cox
oversees the case. Gregory K. Stern, Esq., at Gregory K. Stern,
P.C., serves as bankruptcy counsel.
NPXE LIMITED: Files Voluntary Chapter 11 Bankruptcy Petition
------------------------------------------------------------
NPXe Limited ("NPXe"), a Phase III pharmaceutical and drug delivery
device company developing XENEX(TM) (xenon gas for inhalation) for
neuro- and cardio-protection and improvement in survival for
post-cardiac arrest syndrome (PCAS) patients, on Dec. 30 disclosed
that it has filed a voluntary petition to reorganize under Chapter
11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the
District of Delaware (the Court). NPXe has also filed a motion
seeking authorization to pursue an auction and sale process under
Section 363 of the U.S. Bankruptcy Code.
"The NPXe Board of Directors have extensively reviewed our
strategic options and financial situation and unanimously agree
that this structured sale process represents the optimal pathway
forward for the Company," said Bill Burns, CEO of NPXe. "Inhaled
Xenon gas has a history of safe use in humans, and based on Phase
II data, we believe bringing XENEX™ to market represents an
essential element for critical care treatment for PCAS patients, a
population in which no approved pharmacotherapy exists."
Lincoln International has been retained as NPXe's investment
banking advisor, subject to approval of the Court, to manage the
sale and auction process. The proposed bidding procedures, if
approved by the Court, would allow interested parties to submit
binding offers to acquire substantially all of NPXe's assets, which
would be purchased free and clear of the Company's indebtedness and
liabilities. Interested parties could include both strategic and
financial buyers, for whom substantial due diligence materials are
available. The Debtors have proposed the following timeline for
the sale process, subject to approval by the Court:
-- Bids expected to be submitted by February 19, 2020
-- Structured auction targeted to commence no later than
February 21, 2020
-- Sale intended to be concluded by February 26, 2020
NPXe Company Highlights:
-- Large Addressable Commercial Market: There are over 286,000
addressable cardiac arrests in North America and the European Union
each year. Management estimates the hospital market for PCAS
patients in these territories to be roughly $6+ billion. In
addition, there are large commercial opportunities to include
indications in stroke and traumatic brain injury.
-- Positive Late Stage Data: A 110-Patient Phase II trial
demonstrated neuro- and cardio-protection with a significant
reduction in white matter brain damage and a suggested improvement
in survival outcomes.
-- Favorable Regulatory Position: NPXe has received Fast Track
and Special Protocol Assessment ("SPA") for the Phase III trial.
Any statistically significant improvement in good functional
outcome or survival would be FDA/EMA approvable. Management
believes that, if successful, the product, in combination with
Targeted Temperature Management ("TTM"), would become the standard
of care.
-- High Barriers to Entry: Orphan drug designation, patents and
commercial exclusivities.
Additional information about the proposed asset sale, as well as
other documents related to the restructuring and reorganization
proceedings, is available through NPXe's claims agent, Omni Agent
Solutions, Inc. at
https://www.omniagentsolutions.com/NeuroproteXeon. NPXe's proposed
bankruptcy counsel is Ashby & Geddes, P.A.
About NPXe
NPXe is developing xenon gas for inhalation for the treatment of
Post-Cardiac Arrest Syndrome. The Company has a Special Protocol
Agreement with the FDA and a Scientific Working Party Agreement
with the European Medicines Agency (EMA). Both the FDA and EMA
have provided the sought PCAS indication with Orphan Drug status
which prolongs the period of market exclusivity post approval. The
FDA has also granted the drug Fast Track designation.
Interested parties should contact Brian Bock at
bbock@lincolninternational.com or Brent Williams at
bwilliams@lincolninternational.com for additional information and
access to due diligence materials. The Company filed the voluntary
Chapter 11 petition in the U.S. Bankruptcy Court for the District
of Delaware, Case No. 19-12676 (MFW).
ON MARINE SERVICES: Case Summary & 16 Unsecured Creditors
---------------------------------------------------------
Debtor: ON Marine Services Company LLC
11 Stanwix Street, 21st Floor
Pittsburgh, PA 15222
Business Description: ON Marine is the continuation of the entity
formerly known as Oglebay Norton Company, as
part of which the Ferro Division operated as
an unincorporated division. In 1999,
Oglebay Norton Company changed its name to
ON Marine Services Company and became a
wholly owned subsidiary of a newly formed
company known as Oglebay Norton Company, an
Ohio corporation. The Ferro Division and/or
ON Marine manufactured and sold refractory
products for use exclusively in steelmaking.
ON Marine Services Company ceased all active
business operations in 2010.
Chapter 11 Petition Date: January 2, 2020
Court: United States Bankruptcy Court
Western District of Pennsylvania
Case No.: 20-20007
Judge: Hon. Carlota M. Bohm
Debtor's Counsel: Luke A. Sizemore, Esq.
Paul M. Singer, Esq.
Andrew J. Muha, Esq.
REED SMITH LLP
225 Fifth Avenue, Suite 1200
Pittsburgh, PA 15222
Tel: (412) 288-3131
Fax: (412) 288-3063
E-mail: lsizemore@reedsmith.com
psinger@reedsmith.com
amuha@reedsmith.com
Debtor's
Claims &
Noticing
Agent and
Administrative
Advisor: EPIQ CORPORATE RESTRUCTURING, LLC
https://dm.epiq11.com/case/OMS/dockets
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $100,000 to $500,000
The petition was signed by Kevin J. Whyte, senior vice president.
List of Debtor's 16 Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Collins Einhorn Farrell PC Professional $67,504
4000 Town Center, 9th Floor Services
Southfield, MI 48075
Shannon Kos
Tel: (248) 351-5435
Email: shannon.kos@ceflawyers.com
2. Hyatt & Weber, P.A. Professional $20,327
200 Westgate Circle, Suite 500 Services
Annapolis, MD 21401
Jon W. Brassel
Tel: (410) 266-0626
Email: Jbrassel@hwlaw.com
3. Willman & Silvaggio LLP Professional $18,749
One Corporate Center Services
5500 Corporate Drive, Suite 150
Pittsburgh, PA 15237
Concetta A. Silvaggio
Tel: (412) 366-3333
Email: csilvaggio@willmanlaw.com
4. Kent & McBride P.C. Professional $17,917
1617 J.F. Kennedy Blvd. Services
Suite 1140
Philadelphia, PA 19103
John Kent
Tel: 267-702-1752
Email: Jkent@kentmcbride.com
5. McMahon Degulis, LLP Professional $13,315
812 Huron Road, Suite 850 Services
Cleveland, OH 4411
Stephen Daniels
Tel: 216-621-1312
Email: sdaniels@mdllp.net
6. Norris Choplin & Professional $11,023
Schroeder, LLP Services
101 West Ohio Street, 9th Floor
Indianapolis, IN 46204
Cindy Lasher
Tel: 317-269-9330
Email: clasher@nsc-law.com
7. Barclay Damon LLP Professional $9,554
The Avant Building Services
200 Delaware Ave, Suite 1200
Buffalo, NY 14202-2150
Peter Marlette
Tel: 716-858-3763
Email: Pmarlette@barclaydamon.com
8. Brown & James, PC Professional $9,554
800 Market St., Suite 1100 Services
St. Louis, MO 63101
A.J. Bronsky
Tel: (314) 242-5324
Email: ajbronsky@bjpc.com
9. Insight Exposure & Professional $8,846
Risk Services, Inc. Services
696 San Ramon Valley Blvd,
Suite 213
Danville, CA 94256
Jennifer Sahmel
Email: Jennifer.sahmel@insightrisk.com
10. Foley & Mansfield Professional $7,614
250 Marquette Ave, Suite 1200 Services
Minneapolis, MN 55401
Meredith Hudgens
Tel: 312-254-3827
Email: mhudgens@foleymansfield.com
11. Mr. William Gabriel Professional $5,178
33666 Reserve Way Services
Avon, OH 44011
William Gabriel
Tel: 216-861-8721
Email: wmjgabriel@gmail.com
12. TFG Enterprises, Inc. Professional $2,691
11672 West 96th Ave Services
St. John, IN 46373
Joh Gulden
Tel: 219-365-9825
13. Gradient Corporation Professional $2,134
One Beacon St. Services
17th Floor
Boston, MA 02108
Dr. Julie E. Goodman
Tel: 617-395-5525
Email: jgoodman@gradientcorp.com
14. Segal McCambridge Singer Professional $439
P.O. Box 71288 Services
Chicago, IL 60694-1288
Arturo Aviles
Tel: 312-370-1221
Email: aaviiles@smsm.com
15. MacDonald Law Group, LLC Professional $57
Calverton Office Park Services
11720 Beltsville Suite 1050
Beltsville, MD 20705
Neal J. MacDonald
Tel: 301-313-3262
Email: nmacdonald@macdonaldlawgroup.com
16. Hinshaw & Culbertson LLP Professional $27
151 N. Franklin Street Services
Suite 2500
Chicago, IL 60606
Craig Liljestrand
Tel: 312-704-3647
Email: cliljestrand@hinshawlaw.com
The above list of creditors holding the 16 non-asbestos unsecured
claims is based on the Debtor's books and records, as of Dec. 31,
2019, and is prepared in accordance with Rule 1007(d) of the
Federal Rules of Bankruptcy Procedure for filing in this Chapter 11
case.
A copy of the petition is available at PacerMonitor.com for free
at:
https://is.gd/MEqsTZ
PAPARDELLE 1068: Restaurant to Fund 100% for Creditors
------------------------------------------------------
Papardelle 1068, Inc., has filed a reorganization plan.
The Plan is based upon the belief that the reorganization of the
Debtor, through the sale of its property, will generate
significantly more funds for repayment of creditors than if the
bankruptcy case were converted to a chapter 7 liquidation.
The funds necessary to implement the Plan will be generated from
operations of the Debtor's restaurant business and the equity
contribution to be made by the sole shareholder pursuant to the
terms of the Plan.
The liquidation analysis provides:
Chapter 11 Plan Ch. 7
Liquidation
---------------
-----------------
Proceeds from liquidation $20,000
$20,000
Less: Chapter 7 Trustee 0
($2,750)
--------
--------
Net Proceeds $20,000
$17,250
Plus: Shareholder equity contribution $50,000
$0
--------
--------
Net available for distribution to creditors $70,000
$17,250
The Plan provides:
* Class II: Priority Tax Claims. The holders of Allowed Claims
in this class shall share, pro rata, in an initial payment of
$5,000 to be paid in full on the Effective Date of the Plan.
* Class III: Secured Claims of the District of Columbia and the
Internal Revenue Service. The holders of allowed claims in this
class will be paid in full, in a single lump-sum payment on the
effective date of the Plan.
* Class V: General Unsecured Claims. The claims in the class
total less than $15,000. This class will receive payment in full
on account of their allowed claims on the Effective Date.
* Class VI: Equity Security Interests. At the time of the
commencement of this case, Gholam Kowkabi owned 100% of the issues
and outstanding shares of the Debtor. On or before the Effective
Date, the class will make an equity contribution to the Debtor in
the sum of $45,000 in return for the retention of its stock
interest.
A full-text copy of the Disclosure Statement dated Dec. 11, 2019,
is available at https://tinyurl.com/sjnhqpc from PacerMonitor.com
at no charge.
Counsel for the Debtor:
Steven H. Greenfeld
COHEN BALDINGER & GREENFELD, LLC
2600 Tower Oaks Blvd., Suite 103
Rockville, MD 20852
Tel: (301) 881-8300
Papardelle 1068, Inc. filed for chapter 11 bankruptcy protection
(Bankr. D.C. Case No. 19-00554) on August 16, 2019, and is
represented by Steven H. Greenfeld, Esq. --
steveng@cohenbaldinger.com -- at Cohen, Baldinger & Greenfeld LLC.
PARKINSON SEED: Liquidation to Fund Plan Payments
-------------------------------------------------
SummitBridge National Investments VI LLC, filed an Amended Chapter
11 Plan of Liquidation.
The Plan provides that the real property, personal property, and
all other assets of the Debtor on the Effective Date will be vested
in the Reorganized Debtor, subject to the control and oversight of
the Plan Administrator, who shall be the Reorganized Debtor's sole
officer and director after the Effective Date.
After the Effective Date, the Reorganized Debtor, acting through
the Plan Administrator, will liquidate all remaining Assets,
including the Causes of Action, and the Plan Administrator, will
have the exclusive right to cause the Reorganized Debtor to sue on,
settle, or compromise any and all Causes of Action, subject to
approval by the Bankruptcy Court.
The Plan treats claims as follows:
* Class 2 - Secured Claims of SummitBridge. IMPAIRED. The Class
2 Secured Claim shall be Allowed in the amount of $20,473,739.09.
The Allowed Class 2 Secured Claim held by SummitBridge shall be
paid from the proceeds of the sale of the Downey Cellar, the Home
Place, Farm Products, equipment and other Assets of the Reorganized
Debtor Estate by the Plan Administrator.
* Class 3 - Secured Claim of Compeer. IMPAIRED. The Class 3
Secured Claim shall be Allowed in the amount of $12,908,219.70. The
Allowed Class 3 Secured Claim held by Compeer shall be paid from
the proceeds of the sale of the Downey Property and the Home
Place.
* Class 4 - Secured Claim of First National. IMPAIRED. Amount of
claim $143,593.87. The Allowed Class 4 Secured Claim held by First
National shall be paid from the proceeds of the sale of the May
Farm.
* Class 5 - Secured Claim of Steinman. IMPAIRED. Amount of claim
$45,000. The Allowed Class 5 Secured Claim held by Steinman shall
be paid from the proceeds of the sale of the Steinman Dry Farm by
the Plan Administrator.
* Class 6 - Secured Claim of Toyota. IMPAIRED. The Plan
Administrator shall continue to make monthly payments due to Toyota
under the loan documents for the Toyota Collateral.
* Class 7 - Secured Claim of John Deere. IMPAIRED. The Plan
Administrator shall continue to make the payments due to John Deere
pursuant to the Deere Claim Stipulation and the Deere Lease
Stipulation.
* Class 8 - Unsecured Claim of Diversified. IMPAIRED. The Debtor
agreed to immediately surrender possession of the Diversified
Collateral and Diversified agreed to sell the Diversified
Collateral in a commercially reasonable manner pursuant to the
applicable Uniform Commercial Code provisions and apply the sale
proceeds to sums due and owing to Diversified.
* Class 9 - General Unsecured Claims. IMPAIRED. Each holder of a
General Unsecured Claim will receive its pro rata share of all cash
available for distribution by the Plan Administrator up to the full
amount of each Allowed Class 9 Claim after satisfaction in full of
the Liquidation Expenses, all Allowed Administrative Expenses, all
Allowed Priority Tax Claims, and all Allowed Class 1, 2, 3, 4, 5,
6, 7, and 8 Claims.
* Class 10 - Equity Interests in the Debtor. IMPAIRED. The
Holders of Class 10 Equity Interests shall be entitled to receive
all funds remaining after satisfaction in full of the Liquidation
Expenses.
A full-text copy of the Amended Chapter 11 Plan of Liquidation
dated December 11, 2019, is available at
https://tinyurl.com/sw2uusw from PacerMonitor.com at no charge.
Attorneys for SummitBridge National Investments VI:
James T. Markus
Markus Williams Young & Hunsicker LLC
1700 Lincoln Street, Suite 4550
Denver, Colorado 80203
Telephone: 303.830.0800
Facsimile: 303.830.0809
E-mail: jmarkus@markuswilliams.com
- and -
Jason R. Naess, ISB No. 8407
Parsons, Smith, Stone,
Loveland & Shirley, L.L.P
137 W. 13th St.
P.O. Box 910
Burley, Idaho 83318
Telephone (208) 878-8382
Facsimile (208) 878-0146
E-mail: jason@pmt.org
About Parkinson Seed Farm
Located in Saint Anthony, Idaho, Parkinson Seed Farm, Inc. --
http://www.parkinsonseedfarm.com/-- farms approximately 7,200
acres of potatoes. It raises seed potatoes, hard red and hard
white wheat, and a small amount of alfalfa (mostly to feed horses
for recreational purposes). The company raises 11 of what it
considers to be more mainstream varieties such as the Russet
Burbank, Ranger, three different line selections of Russet
Norkotah, white varieties such as Cal Whites and Atlantics, and
reds like the Dark Red Norland. The company was founded in 1937.
Parkinson Seed Farm sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Idaho Case No. 18-40412) on May 15,
2018. In the petition signed by Dirk Parkinson, president, the
Debtor disclosed $6.11 million in assets and $26.92 million in
liabilities.
Judge Joseph M. Meier oversees the case. The Debtor tapped
Robinson & Associates as its legal counsel.
Gary L. Rainsdon was appointed as the Debtor's Chapter 11 trustee.
The Trustee tapped Daniel C. Green, Esq., as his bankruptcy
attorney.
PG&E CORPORATION: Seeks to Hire KPMG LLP as IT Consultant
---------------------------------------------------------
PG&E Corporation, and its debtor-affiliates, has filed an amended
application with the U.S. Bankruptcy Court for the Northern
District of California seeking approval to hire KPMG LLP, as
information technology, risk, and legal support consultant to the
Debtors.
PG&E Corporation requires KPMG LLP to:
a) continue to assist the Debtors with their migration from
Siteminder to Ping (information technology software
platforms) (the "IT Software Services – Phase II")
including a change order to extend services to the Debtors
by 17 weeks (the "IT Software Services – Phase III);
b) perform an analysis of the Quanta Service Inc. payment
applications related to the performance of construction
management services, which have been submitted to the
Debtors (the "Quanta Invoice Review");
c) assist with the Debtors' Endpoint Security Strategy
Assessment and development of a plan to implement changes
to that strategy (the "Endpoint Security Strategy
Assessment");
d) provide the Debtors with staff members to support the
Debtors' personnel with respect to their security
initiatives (the "Data Security Loan-Staff Services");
e) provide tax and accounting advice in response to inquiries
from the Debtors (the "Tax and Accounting On-Call
Services");
f) assist the Debtors' Cybersecurity Risk and Strategy
organization in performing scanning and data protection,
including providing on-premise structured data repositories
(the "Data Security Services");
g) assist the Debtors' Cybersecurity Risk and Strategy
organization in performing data protection activities as
they relate to CCPA compliance activities (the "Data
Security CCPA Support Staff");
h) assist the Debtors in analyzing payments to certain
authorities related to notices of violation for non-
conformance with encroachment permit requirements (the
"Permitting Spend Analysis");
i) continue to support Debtors' internal counsel in connection
with Debtors' development of certain aspects of its
transmission, distribution and substation inspection
programs (the "Asset Management Services – Change Order
1"); and
j) continue to support the Debtors' internal counsel in
connection with Debtors' development of certain aspects of
its transmission, distribution and substation inspection
programs, in relation to repair work (the "Asset Management
Services – Change Order 2").
KPMG LLP will be paid at these hourly rates:
Partners/Managing Partners $475 to $850
Directors $435 to $750
Managers $224 to $620
Senior Associates $225 to $525
Associates $135 to $325
Paraprofessionals $235
KPMG LLP will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Geno Armstrong, principal of KPMG LLP, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
KPMG LLP can be reached at:
Geno Armstrong
KPMG LLP
55 2nd St.
San Fransisco, CA 94105
Tel: (415) 963-5100
About PG&E Corporation
PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco. It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.
As of Sept. 30, 2018, the Debtors, on a consolidated basis, had
reported $71.4 billion in assets on a book value basis and $51.7
billion in liabilities on a book value basis.
PG&E Corp. and Pacific Gas employ approximately 24,000 regular
employees, approximately 20 of whom are employed by PG&E Corp. Of
Pacific Gas' regular employees, approximately 15,000 are covered by
collective bargaining agreements with local chapters of three labor
unions: (i) the International Brotherhood of Electrical Workers;
(ii) the Engineers and Scientists of California; and (iii) the
Service Employees International Union.
On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088).
PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, said they are facing extraordinary challenges
relating to a series of catastrophic wildfires that occurred in
Northern California in 2017 and 2018. The utility said it faces an
estimated $30 billion in potential liability damages from
California's deadliest wildfires of 2017 and 2018.
Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are
serving as PG&E's legal counsel, Lazard is serving as its
investment banker and AlixPartners, LLP is serving as the
restructuring advisor to PG&E. Prime Clerk LLC is the claims and
noticing agent.
In order to help support the Company through the reorganization
process, PG&E has appointed James A. Mesterharm, a managing
director at AlixPartners, LLP, and an authorized representative of
AP Services, LLC, to serve as Chief Restructuring Officer. In
addition, PG&E appointed John Boken also a Managing Director at
AlixPartners and an authorized representative of APS, to serve as
Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and
their colleagues at AlixPartners will continue to assist PG&E with
the reorganization process and related activities. Morrison &
Foerster LLP, as special regulatory counsel. Munger Tolles & Olson
LLP, as special counsel.
The Office of the U.S. Trustee appointed an official committee of
creditors on Feb. 12, 2019. The Committee retained Milbank LLP as
counsel; FTI Consulting, Inc., as financial advisor; Centerview
Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
On Feb. 15, 2019, the U.S. trustee appointed an official committee
of tort claimants. The tort claimants' committee is represented by
Baker & Hostetler LLP.
PIONEER GENERAL: Seeks to Hire Robert S. Altagen as New Counsel
---------------------------------------------------------------
Pioneer General Engineering Contractors, Inc., seeks approval from
the U.S. Bankruptcy Court for the Central District of California to
hire the Law Offices of Robert S. Altagen, Inc. as its new legal
counsel.
Altagen will substitute for Page Law, the firm that initially
handled the Debtor's Chapter 11 case.
The services to be provided by Altagen include legal advice
regarding the Debtor's powers and duties under the Bankruptcy Code;
investigation of the Debtor's financial condition and business
operation; and the preparation of a plan of reorganization.
Robert Altagen, Esq., the firm's attorney who will be handling the
case, charges an hourly fee of $450. Associate attorneys and
paralegals charge $325 per hour and $150 per hour, respectively.
The Debtor has agreed to pay the firm an initial retainer of
$13,000.
Mr. Altagen disclosed in court filings that he and his firm do not
hold any interest adverse to the Debtor.
The firm can be reached through:
Robert S. Altagen, Esq.
Law Offices of Robert S. Altagen, Inc.
A Professional Corporation
1111 Corporate Center Drive, Suite 201
Monterey Park, CA 91754
Telephone: (323) 268-9588
Telecopier: (323) 268-8742
Email: robertaltagen@altagenlaw.com
About Pioneer General Engineering
Pioneer General Engineering, a general contractor based in
Bradbury, Calif., filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Cal. Case No. 19-23392) on Nov. 14, 2019. In the
petition signed by CEO Nasir Eftekhari, the Debtor was estimated to
have $1 million to $10 million in both assets and liabilities. The
Hon. Sandra R. Klein oversees the case. The Debtor is represented
by Paris Page, Esq., at Page Law.
PLUS1 TELECOM: Hearing on Plan & Disclosures on Jan. 16
-------------------------------------------------------
Judge Joseph N. Callaway has ordered that the Disclosure Statement
in support of the Chapter 11 plan of Plus1 Telecom, LLC, is
conditionally approved.
The hearing on confirmation of the Plan is scheduled on Jan. 16,
2020 at 11:00 a.m., in 150 Fayetteville Street, 3rd Floor
Courtroom, Raleigh, NC 27602.
Jan. 15, 2020 is fixed as the last day for filing and serving
written objections to confirmation of the Plan.
Jan. 15, 2020 is fixed as the last day for filing written
acceptances or rejections of the Plan. The enclosed ballot must be
completed and filed with the plan proponent on or before that
date.
The Chapter 11 Plan
THe Debtor's Plan of Reorganization is based upon the Debtor's
belief that the interests of its creditors will be best served if
it is allowed to reorganize. Payments to creditors will be made
from the proceeds of continued operations.
In accordance with the liquidation analysis, the Debtor will pay
allowed unsecured claims of less than $15,000 distributions of 100%
their claim amounts, and allowed unsecured claims greater than
$15,000 approximately 25% of their claim amounts.
A copy of the Chapter 11 Plan is available at
https://tinyurl.com/yxxz282f from PacerMonitor.com
About Plus1 Telecom
Plus1 Telecom, LLC, is a North Carolina company that owns and
operates a business installing outside plant telecommunication
lines.
Plus1 Telecom, LLC, sought Chapter 11 protection (Bankr. E.D.N.C.
Case No. 19-03684) on Aug. 12, 2019. The Debtor was estimated to
have less than $100,000 in assets and less than $500,000 in
liabilities as of the bankruptcy filing. Travis Sasser, Esq., at
Sasser Law Firm, is the Debtor's counsel.
RAM DISTRIBUTION GROUP: Hires Analytic Financial as Advisors
------------------------------------------------------------
Ram Distribution Group d/b/a Tal Depot requests permission from the
U.S. Bankruptcy Court for the Eastern District of New York to
employ Analytic Financial Group, LLC, d/b/a Corporate Matters, as
financial advisors in this case.
The Debtor believes it is necessary to retain Corporate Matters
to:
a. Gather and verify all pertinent information required to
compile and prepare monthly operating reports;
b. Prepare monthly operating reports for the Debtor in the
bankruptcy case;
c. Prepare any necessary reports pursuant to Rule 2015.3 of
the Federal Rules of Bankruptcy Procedure regarding non-debtor
businesses;
d. Assist the Debtor in administering this case; and
e. Render additional services as the Debtor may require in
this case.
Corporate Matters will receive a post-petition retainer in total
aggregate of $5,000.
The firm will deposit the funds received into a separate escrow
account. This amount shall be released to the firm upon the
Bankruptcy Court's approval of its final fee application in this
case.
Corporate Matters will bill the Debtor for professional services on
a general retainer at the firm's regular hourly rates. These fees
range from $250.00 per hour for Principal Scott W. Miller, $175.00
per hour for Senior Associate George Sukol, and $125.00 per hour
for other associates.
Corporate Matters attests the firm and its professionals have no
connection with Debtor, the creditors or any other party in
interest, or their respective attorneys.
The firm may be reached at:
Scott Miller, Esq.
Corporate Matters
222 Hillsboro Drive, Suite 201
Silver Spring, MD 20902
Tel: (301) 602-9258
Email: Scott@corporatematters.com
About Ram Distribution Group
Tal Depot owns and operates an e-commerce website at
https://taldepot.com that sells snacks, drinks, groceries, wellness
and home goods products.
Ram Distribution Group, LLC, dba Tal Depot filed for Chapter 11
bankruptcy protection (Bankr. E.D.N.Y. Case No. 19-72701) on April
12, 2019.
In its petition, the Debtor estimated $100 thousand to $500
thousand in assets and $10 million to $50 million in and
liabilities. The petition was signed by Jeremy J. Reichmann, chief
executive officer.
The Debtor is represented by Btzalel Hirschhorn, Esq., at Shiryak,
Bowman, Anderson, Gill & Kadochnikov LLP.
RELIANCE MANUFACTURING: Feb. 12 Hearing on Disclosure Statement
---------------------------------------------------------------
Judge Brian K. Tester has ordered that a hearing on approval of the
Disclosure Statement is scheduled for Feb. 12, 2020 at 2:00 p.m. at
the U.S. Bankruptcy Court, Jose V. Toledo Federal Building and U.S.
Courthouse, 300 Recinto, Sur, Courtroom No. 1, Second Floor, Old
San Juan, Puerto Rico.
Objections to the form and content of the Disclosure Statement must
be filed and served not less than 14 days prior to the hearing.
About Reliance Manufacturing
Reliance Manufacturing, Inc., is a privately-held home builder in
San Juan, Puerto Rico.
Reliance Manufacturing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 18-05778) on Oct. 1, 2018.
In the petition signed by Gilberto Media Safon, president, the
Debtor disclosed $441,201 in assets and $2,788,977 in liabilities.
Judge Hon. Brian K. Tester presides over the case. The Debtor
tapped MRO Attorneys at Law, LLC as its legal counsel; and Tamarez
CPA, LLC as its accountant.
ROAN HOLDINGS: Expands Its Business in China
--------------------------------------------
In connection with the transition of its main business from lending
to asset management, supplier chain financing and business
factoring, Roan Holdings Group Co., Ltd. has expanded its business
geography to Yangzi River Economic Zone in China. Accordingly, on
Dec. 31, 2019, the Board of Directors of the Company approved to
change its address of principal executive office and mailing
address to 147 Ganshui Lane, Yuhuangshannan Fund Town, Shangcheng
District, Hangzhou, Zhejiang, China. The Board of Directors also
approved to change its phone number to +86 571 8662 1775. Both
changes were effective Dec. 31, 2019.
About Roan Holdings
Roan Holdings Group Co., Ltd. f/k/a China Lending Corporation is
engaged in asset management, supplier chain financing, and business
factoring.
China Lending reported a net loss US$94.13 million for the year
ended Dec. 31, 2018, compared to a net loss of US$54.78 million for
the year ended Dec. 31, 2017. As of June 30, 2019, the Company had
US$55.40 million in total assets, US$108.26 million in total
liabilities, $9.99 million in convertible redeemable Class A
preferred shares, and a total deficit of $62.85 million.
Friedman LLP, in New York, the Company's auditor since 2017, issued
a "going concern" qualification in its report dated April 26, 2019,
on the Company's consolidated financial statements for the year
ended Dec. 31, 2018, citing that the Company has incurred
significant losses and is uncertain about the collection of its
loans receivables and extension of defaulted loans. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
ROC-IT DRYWALL: To Seek Plan Confirmation Jan. 17
-------------------------------------------------
Judge Phillip J. Shefferly has ordered that the Second Disclosure
Statement of Roc-It Drywall, Inc., is granted preliminary
approval.
The hearing on objections to final approval of the adequacy of the
information in the Second Disclosure Statement and confirmation of
the Second Plan will be held on Jan. 17, 2020 at 11:00 a.m., before
the Honorable Phillip J. Shefferly, United States Bankruptcy Judge,
in Courtroom 1975, 211 West Fort Street, Detroit, Michigan 48226.
The deadline to return ballots on the Second Plan, as well as to
file objections to final approval of the adequacy of the
information in the second Disclosure Statement and objections to
confirmation of the Second Plan is January 10, 2020.
About Roc-It Drywall Inc.
Roc-It Drywall, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Mich. Case No. 19-43051) on March 4,
2019. At the time of the filing, the Debtor was estimated to have
assets of less than $500,000 and liabilities of less than $1
million. The case is assigned to Judge Phillip J. Shefferly.
David R. Shook, Attorney at Law, PLLC, is the Debtor's bankruptcy
counsel.
S & G MACHINE: Feb. 13, 2020 Plan Confirmation Hearing Set
----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Alabama,
Eastern Division, convened a hearing to consider the Amended
Disclosure Statement and Amended Plan of Reorganization filed by
Robert D. McWhorter, Jr., attorney for the Debtor-in-Possession S &
G MACHINE, L.L.C., on December 6, 2019.
On Dec. 10, 2019, Judge James J. Robinson approved the Disclosure
Statement and established the following dates and deadlines:
* Jan. 30, 2020, is the deadline for ballots or other
acceptances or rejections of the Debtor’s Amended Plan of
Reorganization.
* Feb. 6, 2020, is the deadline for the attorney for the Debtor
shall file a Certificate of Acceptances or Rejections with the
Clerk of the Court.
* Feb. 6, 2020, is the deadline to file any and all objections
to confirmation of the Amended Plan of Reorganization.
* Feb. 13, 2020, commencing at 10:30 a.m. is the hearing on
confirmation of the Amended Plan of Reorganization to be held in
the Bankruptcy Courtroom, Room 113, of the Federal Building, 12th
and Noble Streets, Anniston, Alabama.
* Feb. 13, 2020, is the deadline for achieving confirmation to
the Amended Plan of Reorganization.
A full-text copy of the order is available at
https://tinyurl.com/u9efr8f from PacerMonitor.com at no charge.
The Debtor is represented by:
R.D. McWhorter, Jr.
Post Office Drawer 287
Gadsden, Alabama 35902
Tel: 256-546-1656
About S & G Machine
S & G Machine, L.L.C., is a limited liability company operating a
machine shop in Hokes Bluff, Etowah County, Alabama. It owns the
real property and building from which it conducts its operations.
The company was formed in 2001 to take over a machine shop
operation formerly operated individually by John Scott Young. John
Scott Young currently is the sole member, and the managing member,
of S & G. The Company does machining for several customers
including but not limited to The Goodyear Tire & Rubber Company in
Gadsden, Alabama; certain parts manufacturers in the automobile
industry; and the general public.
S & G Machine, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ala. Case No. 19-40526) on March 29,
2019. At the time of the filing, the Debtor was estimated to have
assets and liabilities of less than $500,000. Judge James J.
Robinson oversees the case. Robert D. McWhorter, Jr., Esq., at
Inzer, McWhorter, Haney & Skelton, LLC, represents the Debtor.
SEABRAS 1 BERMUDA: Files Voluntary Chapter 11 Bankruptcy Petition
-----------------------------------------------------------------
Seabras 1 Bermuda Ltd ("Parent") and Seabras 1 USA LLC ("OpCo" and,
together with Parent, the "Companies") filed voluntary petitions
for relief under Chapter 11 of the United States Bankruptcy Code
(the "Filings"). The Filings were made to ensure an orderly
process to effectuate a new restructuring plan for Parent, while
ensuring that the Company's customers will continue to be served as
usual. Upon emergence from this process, the Companies expect to
be well-positioned to aggressively pursue their combined business
plan independent of the overhang caused by Parent's current
challenges.
Parent anticipates filing its proposed restructuring plan in the
near term and working closely with its secured lenders to fashion a
plan to address Parent's debt situation and emerge as a vibrant,
healthy business. The Companies do not anticipate, nor do they
wish to explore, any sale efforts through the processes
contemplated by the Filings. The Companies expect to complete the
process relating to the Filings within the next few months and to
emerge within the second quarter of 2020, subject to all required
approvals.
Seaborn Networks ("Seaborn"), being the operator of the Companies'
business, is not part of the Filings and continues to be the
operator of the Companies' business. Seaborn is not owned by the
Companies, but Seaborn is one of the indirect shareholders of the
Companies. Seaborn's work in this regard is not expected to be
impacted by the Filings; and the Companies expect that Seaborn will
continue to provide all SG&A and Operations & Engineering services
for the Companies. Seaborn itself has no borrowed money
indebtedness and is a healthy business. Through the Filings
process, Seaborn's management and workforce is expected to remain
as it is today.
Customers and suppliers should expect to work with all of the
Companies' entities, and with Seaborn, as usual throughout the
Filings process. The plan to be proposed by the Companies is not
expected to contemplate any changes in business arrangements or
activities for any of the Parent's subsidiaries, or for Seaborn,
and all trade/vendor claims are expected to be paid in full. The
Companies have also filed the customary motions as part of the
Filings to compensate vendors as usual, maintain their usual
programs for customers and partners, and otherwise operate their
business as usual.
Additional information will be available via
https://seabornnetworks.com/seabras-restructuring/
The Companies are advised in their restructuring by Bracewell LLP
and Appleby.
About Seabras 1 Bermuda LLC and Seabras 1 USA LLC
Seabras 1 Bermuda LLC, and its wholly owned subsidiary Seabras 1
USA LLC, together with their other subsidiaries, are the owners of
a fiber optic cable system between New York USA and Sao Paulo
Brazil known as Seabras-1. Seabras-1 itself is fully operated by
Seaborn Networks, a leading developer-owner-operator of submarine
fiber optic cable systems.
SONOMA PHARMACEUTICALS: Signs Another One-Year Contract with CEO
----------------------------------------------------------------
Sonoma Pharmaceuticals, Inc., entered into a new employment
agreement with its Chief Executive Officer, Amy Trombly, after her
prior agreement expired on Dec. 25, 2019 pursuant to its terms.
The employment agreement is effective as of Dec. 26, 2019, the date
of her appointment and has a term until Dec. 31, 2020, subject to
mutual extension by three-month increments.
The Company agreed to continue to pay Ms. Trombly a base salary of
$25,000 per month, and to provide standard medical, dental and
vacation benefits. Ms. Trombly will be eligible for a bonus of up
to $150,000 per year upon the completion of certain agreed-upon
goals based on the sole discretion of the Compensation Committee.
As was the case with her old agreement, certain legal services not
provided by Ms. Trombly will continue to be billed by Trombly
Business Law, PC. The Board also agreed that during her time as
chief executive officer, Ms. Trombly may continue to represent
other clients in her role as attorney. The employment agreement
may be terminated by the Company or Ms. Trombly upon sixty days'
written notice at any time and for any reason.
Upon termination of the agreement, Ms. Trombly agreed to resign
from any and all directorships and every other position held by the
executive with the Company or any of its subsidiaries, and to
return to the Company's Company of all Company property received
from or on account of its Company or any of its affiliates by her.
In addition, Ms. Trombly will be required to comply with the
non-competition, confidentiality and non-disparagement provisions
of the employment agreement during the term of employment and for
two years following termination.
On Dec. 30, 2019, the Company's Audit Committee approved a waiver
to the conflicts of interest provision of its Code of Business
Conduct in relation to the employment of the Company's Chief
Executive Officer, Ms. Amy Trombly, and her ownership and interest
in Trombly Business Law, PC. The Audit Committee authorized the
Corporation to continue to use Trombly Business Law, PC for certain
legal services.
Option Grants
Sonoma Pharmaceuticals awarded bonus stock options to certain
executive officers and employees of the Company as recognition of
their services. The bonus grants were in lieu of cash bonuses or
pay raises in order to preserve the Company's cash and to align the
interests of its officers with those of shareholders. The exercise
price of the options is based on the closing price of the Company's
common stock of $4.31 per share on Dec. 31, 2019, and the options
vest in two equal tranches: the first half vest on June 31, 2029
and the second half vest on Dec. 31, 2020, or all options vest upon
change of control. Any unvested options will expire if the
employment of the respective executive terminates. The option
grants are as follows:
* Amy Trombly, chief executive officer: 15,871 options;
* John Dal Poggetto, chief financial officer: 13,000 options;
* Robert Northey, executive vice president of Research and
Development: 13,000 options;
* Bruce Thornton, executive vice president of International
Operations and Sales: 13,000 options.
Due to limitations contained in the Company's equity incentive
plans, grants over 13,000 options will be bifurcated, with the
first grant made in 2019 and the second grant to be made in January
2020.
About Sonoma
Headquartered in Petaluma, California, Sonoma Pharmaceuticals, Inc.
-- www.sonomapharma.com -- is a specialty pharmaceutical company
dedicated to identifying, developing and commercializing unique,
differentiated therapies to millions of patients living with
chronic skin conditions. The Company offers early-intervention
relief with virtually no side-effects or contraindications.
Sonoma reported a net loss of $11.80 million for the year ended
March 31, 2019, following a net loss of $14.33 million for the year
ended March 31, 2018. As of Sept. 30, 2019, the Company had $16.14
million in total assets, $5.87 million in total liabilities, and
$10.27 million in total stockholders' equity.
Marcum LLP, in New York, the Company's auditor since at least 2006,
issued a "going concern" qualification in its report dated July 1,
2019, citing that the Company has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
SONOMA PHARMACEUTICALS: Signs New Contract with CEO Trombly
-----------------------------------------------------------
Sonoma Pharmaceuticals, Inc., entered into a new employment
agreement with its Chief Executive Officer, Amy Trombly, after her
prior agreement expired on Dec. 25, 2019 pursuant to its terms.
The employment agreement is effective as of Dec. 26, 2019, the date
of her appointment and has a term until Dec. 31, 2020, subject to
mutual extension by three-month increments.
The Company agreed to continue to pay Ms. Trombly a base salary of
$25,000 per month, and to provide standard medical, dental and
vacation benefits. Ms. Trombly will be eligible for a bonus of up
to $150,000 per year upon the completion of certain agreed-upon
goals based on the sole discretion of the Compensation Committee.
As was the case with her old agreement, certain legal services not
provided by Ms. Trombly will continue to be billed by Trombly
Business Law, PC. The Board also agreed that during her time as
chief executive officer, Ms. Trombly may continue to represent
other clients in her role as attorney. The employment agreement
may be terminated by the Company or Ms. Trombly upon sixty days'
written notice at any time and for any reason.
Upon termination of the agreement, Ms. Trombly agreed to resign
from any and all directorships and every other position held by the
executive with the Company or any of its subsidiaries, and to
return to the Company's Company of all Company property received
from or on account of its Company or any of its affiliates by her.
In addition, Ms. Trombly will be required to comply with the
non-competition, confidentiality and non-disparagement provisions
of the employment agreement during the term of employment and for
two years following termination.
On Dec. 30, 2019, the Company's Audit Committee approved a waiver
to the conflicts of interest provision of its Code of Business
Conduct in relation to the employment of the Company's Chief
Executive Officer, Ms. Amy Trombly, and her ownership and interest
in Trombly Business Law, PC. The Audit Committee authorized the
Corporation to continue to use Trombly Business Law, PC for certain
legal services.
Option Grants
Sonoma Pharmaceuticals awarded bonus stock options to certain
executive officers and employees of the Company as recognition of
their services. The bonus grants were in lieu of cash bonuses or
pay raises in order to preserve the Company's cash and to align the
interests of its officers with those of shareholders. The exercise
price of the options is based on the closing price of the Company's
common stock of $4.31 per share on Dec. 31, 2019, and the options
vest in two equal tranches: the first half vest on June 31, 2029
and the second half vest on Dec. 31, 2020, or all options vest upon
change of control. Any unvested options will expire if the
employment of the respective executive terminates. The option
grants are as follows:
* Amy Trombly, chief executive officer: 15,871 options;
* John Dal Poggetto, chief financial officer: 13,000 options;
* Robert Northey, executive vice president of Research and
Development: 13,000 options;
* Bruce Thornton, executive vice president of International
Operations and Sales: 13,000 options.
Due to limitations contained in the Company's equity incentive
plans, grants over 13,000 options will be bifurcated, with the
first grant made in 2019 and the second grant to be made in January
2020.
About Sonoma
Headquartered in Petaluma, California, Sonoma Pharmaceuticals, Inc.
-- http://www.sonomapharma.com/-- is a specialty pharmaceutical
company dedicated to identifying, developing and commercializing
unique, differentiated therapies to millions of patients living
with chronic skin conditions. The Company offers
early-intervention relief with virtually no side-effects or
contraindications.
Sonoma reported a net loss of $11.80 million for the year ended
March 31, 2019, following a net loss of $14.33 million for the year
ended March 31, 2018. As of Sept. 30, 2019, the Company had $16.14
million in total assets, $5.87 million in total liabilities, and
$10.27 million in total stockholders' equity.
Marcum LLP, in New York, the Company's auditor since at least 2006,
issued a "going concern" qualification in its report dated July 1,
2019, citing that the Company has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
SWINGING TAIL: Seeks to Hire Ayers & Haidt as Legal Counsel
-----------------------------------------------------------
Swinging Tail Cattle Co., Inc., seeks approval from the U.S.
Bankruptcy Court for the Eastern District of North Carolina to hire
Ayers & Haidt, PA as its legal counsel.
The firm will advise the Debtor of its powers and duties under the
Bankruptcy Code and will provide other legal services in connection
with its Chapter 11 case.
Ayers & Haidt received the sum of $20,000 of which $11,354.80 was
used to pay the firm's pre-bankkruptcy attorneys' fees and costs.
David Haidt, Esq., the firm's attorney who will be handling the
case, disclosed in court filings that he does not represent any
interest adverse to the Debtor.
Ayers & Haidt can be reached through:
David J. Haidt, Esq.
Ayers & Haidt, PA
P.O. Box 1544
307 Metcalf Street
New Bern, NC 28563
Tel: 252-638-2955
Email: davidhaidt@embarqmail.com
About Swinging Tail Cattle Co.
Swinging Tail Cattle Co., Inc. is a privately held company in the
agricultural production, farms and livestock industry.
Swinging Tail Cattle sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.C. Case No. 19-05701) on Dec. 12,
2019. At the time of the filing, the Debtor had estimated assets
of between $500,000 and $1 million and liabilities of between $1
million and $10 million. The case is assigned to Judge Joseph N.
Callaway. The Debtor is represented by David J. Haidt, Esq., at
Ayers & Haidt, PA.
THREE DOUGH: Seeks to Hire Whitaker Chalk as Legal Counsel
----------------------------------------------------------
Three Dough Boys, LLC, seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to hire Whitaker Chalk
Swindle & Schwartz, PLLC as its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice concerning the sale or
use of its assets; the preparation of a plan of reorganization; and
assisting the Debtor in obtaining financing.
The firm's hourly fees are:
Robert Simon, Esq., Member $475
Associates $200 - $275
Bonnie Peck, Paralegal $125
Darla Palin, Legal Assistant $50
The firm received a pre-bankruptcy retainer in the sum of $30,000.
Whitaker Chalk is "disinterested" within the meaning of Section
101(14) of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Robert A. Simon, Esq.
Whitaker Chalk Swindle & Schwartz, PLLC
301 Commerce Street, Suite 3500
Fort Worth, TX 76102
Telephone: (817) 878-0543
Facsimile: (817) 878-0501
Email: rsimon@whitakerchalk.com
About Three Dough Boys
Three Dough Boys, LLC, is a franchisee of Mr. Gatti's Pizza, LLC.
It operates nine pizza restaurants in Austin, Texas.
Three Dough Boys sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Texas Case No. 19-45141) on Dec. 20,
2019. At the time of the filing, the Debtor had estimated assets
of between $500,001 and $1 million and liabilities of between
$1,000,001 and $10 million.
The Debtor is represented by Robert A. Simon, Esq., at Whitaker
Chalk Swindle & Schwartz, PLLC.
VIRTUOLOTRY LLC: Seeks to Hire Pronske & Kathman as Legal Counsel
-----------------------------------------------------------------
Virtuolotry, LLC, seeks approval from the U.S. Bankruptcy Court for
the Northern District of Texas to hire Pronske & Kathman, P.C. as
its legal counsel.
The firm will provide services in connection with the Debtor's
Chapter 11 case, which include legal advice regarding its powers
and duties under the Bankruptcy Code and the preparation of a plan
of reorganization.
The hourly fees range from $375 to $600 for partners and from $275
to $325 for associates. Legal assistants charge up to $150 per
hour. Jason Kathman, Esq., the firm's attorney who will be
handling the case, charges an hourly fee of $400.
Pronske & Kathman received a retainer in the amount of $30,000 from
the Debtor.
Mr. Kathman disclosed in court filings that the firm and its
attorneys are "disinterested" within the meaning of Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Jason Patrick Kathman, Esq.
Pronske & Kathman, P.C.
2701 Dallas Parkway, Suite 590
Plano, TX 75093
Tel: (214) 658-6500
Fax: (214) 658-6509
E-mail: jkathman@pronskepc.com
About Virtuolotry LLC
Virtuolotry, LLC, a company engaged in renting and leasing real
estate properties, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 19-33900) on Nov. 22,
2019. At the time of the filing, the Debtor had estimated assets
of less than $50,000 and liabilities of between $1 million and $10
million. Judge Harlin DeWayne Hale oversees the case. Jason
Patrick Kathman, Esq., at Pronske & Kathman, P.C., is the Debtor's
legal counsel.
[^] BOOK REVIEW: Bendix-Martin Marietta Takeover War
----------------------------------------------------
MERGER: The Exclusive Inside Story of the Bendix-Martin Marietta
Takeover War
Author: Peter F. Hartz
Publisher: Beard Books
Soft cover: 418 pages
List Price: $34.95
Review by Gail Owens Hoelscher
William Agee, the youngest man ever to head one of the top 100
American corporations, seemed unstoppable. In 1977, at the age of
39, he took over Bendix Corporation, an aerospace, automotive, and
industrial firm, determined to diversify the company out of the
automotive industry. In his words, "Automobile brakes are in the
winter of their life and so is the entire automobile industry." He
sold off a few Bendix units, got some cash together, and began to
look for acquisitions.
Then Agee's relationship with Mary Cunningham burst into the news.
Agee had promoted Cunningham from his executive assistant to vice
president, to the outrage of other Bendix employees. Their affair,
replete with power, brains, youth, good looks, charm, denial, and
deceit, fascinated the American public. Cunningham was forced to
leave Bendix to work for Seagrams, with the entire country
wondering just how well she would do. The two divorced their
respective spouses and married soon thereafter. To the chagrin of
many, Cunningham continued to play a pivotal role in Bendix
affairs.
Eager to regain his standing, Agee turned to acquisition as soon as
the gossip died down. A failed attempt to acquire RCA left him
more determined than ever. He then set his sights on
Martin-Marietta, an undervalued gem in the 1982 stock market slump.
Thus began an all-out war of tenders and countertenders, egoism and
conceit, half-truths and dissimulation, and sudden alliances and
last-minute court decisions.
This is a very exciting account of the war's scuffles, skirmishes,
and battles. The author, son of a long-time Bendix director, was
able to interview some of the major participants who most likely
would have refused the requests of other authors. Some gave him
access to personal notes from the various proceedings. The author
thoroughly researched the documents involved in the takeover war,
as well as news reports and press releases. He explains the
complicated legal maneuverings very clearly, all the while keeping
the reader entertained with the personal lives and thoughts of the
players.
People love this book. The New York Times Book Review said
"Aggression and treachery, hairbreadth escapes and last-minute
reversals, "white knights" and "shark repellants" - all of these
and more can be found in the true-life adventure of the
Bendix-Martin Marietta merger war." The Wall Street Journal said
"Merger brims with tension, authentic-sounding dialogue and
insider detail."
Peter F. Hartz was born in Toronto, Canada, in 1953, and moved to
the U.S. as a child. He holds degrees from Colgate University and
Brown University. He lives in Toluca Lake, California.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2020. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
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are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***